TCREUR_Public/060605.mbx         T R O U B L E D   C O M P A N Y   R E P O R T E R

                           E U R O P E

              Monday, June 5, 2006, Vol. 7, No. 110

                            Headlines

A U S T R I A

ANNA KARWAS: Lacks Funds to Pay Claims, Property Manager Says


F R A N C E

ALSTOM SA: Completes Joint Venture with Aker Yards ASA
FIXED-LINK: Fitch Keeps EUR142-Mil Notes on Watch Negative
YELL FINANCE: Moody's Withdraws Ba2 Corporate Family Rating


G E R M A N Y

BERNHARD BUETTNER: Claims Registration Ends June 20
HEROS GMBH: Claims Filing Period Ends June 20
HEROS SICHERHEITSDIENSTE: Claims Filing Period Ends June 20
HEROS TRANSPORT: Claims Filing Period Ends June 20
HEROS VERWALTUNGS: Claims Filing Period Ends June 20

HEROS WERTELOGISTIK: Claims Registration Ends June 20
OCEANWIDE MOTORS: Claims Registration Ends June 20
SBK-GMBH: Claims Filing Period Ends June 20
SECURITY SERVICE: Claims Filing Period Ends June 20
VISTEON CORP: Secures US$1.5 Billion Bank Loan Commitments

VISTEON CORP: Moody's Rates US$800 Mln First Lien Loan at B1
VISTEON CORP: Begins Production in New Slovakian Plant


I T A L Y

BANCA POPOLARE: Acquires 4.53% RCS MediaGroup Equity Stake


K A Z A K H S T A N

ANTIKORRIOZNYE POKRYTIYA: Creditors Must File Claims by June 16
ARGUS-X: Creditors Must File Claims by June 16
ASMUNAISERVIS: Creditors Must File Claims by June 16
BIRDEILIK: Creditors' Claims Due June 16
KRISTALL: Creditors' Claims Due June 16

PALLADA & K: Proof of Claim Deadline Slated for June 16
SHARK: Proof of Claim Deadline Slated for June 16
SUSHAR: Claims Registration Ends June 16
TAMGALY: Claims Registration Ends June 16


K Y R G Y Z S T A N

AVAND LTD: Creditors Must File Claims by July 21
BG (BLACK GOLD): Proof of Claim Deadline Slated for July 25
CHUI-BISHKEK-TALAS: Public Auction Scheduled for June 27


L I T H U A N I A

MAZEIKIU NAFTA: Lithuania OKs US$851.8-Mln Equity Sale to Orlen


P O L A N D

EUROGAS INC: March 31 Balance Sheet Upside Down by US$16.5 Mln.
ING BANK: Fitch Raises Individual Rating to C/D


R U S S I A

AEROSOL CONTAINERS: L. Studneva to Manage Insolvency Assets
CREDIT BANK: Fitch Corrects Rating Issued
EAR: Court Appoints A. Bulin as Insolvency Manager
ELBOR: Court Commences Bankruptcy Supervision
JOINT INVESTMENT: Court Names N. Adamov as Insolvency Manager

KANSKIY BIOCHEMICAL: Court Starts Bankruptcy Supervision
NIIGYPROKHIM SAINT-PETERSBURG: Court Names Insolvency Manager
RUSSIA INTERNATIONAL: Fitch Upgrades Ratings to BB- From B+
SALEKHARD-TRANS-STROY: Bankruptcy Hearing Slated for June 13
TIKHVINSKIY WOOD: Court Names V. Kostomarov Insolvency Manager

VIMPELCOM: Withdraws Plan to Acquire Kyivstar for US$5 Billion
ZAVOLZHSKIY CHEMICAL: Court Opens Bankruptcy Supervision


S L O V A K   R E P U B L I C

EUROGAS INC: March 31 Balance Sheet Upside Down by US$16.5 Mln.
VISTEON CORP: Begins Production in New Slovakian Plant


S P A I N

AYT GENOVA: Moody's Rates Series E Notes at Ba3


T U R K E Y

DENIZ FINANSAL: Fitch Puts Low-B Rated IDR on Watch Positive
DENIZBANK A.S.: Fitch Affirms Local Default Rating at BB-


U K R A I N E

BROSHNIV: Olena Goshovska to Liquidate Assets
DELTA: Court Names V. Brikulskij to Liquidate Assets
KYIVSTAR GSM: VimpelCom Withdraws US$5 Billion Acquisition Plan
KYIVSTAR GSM: S&P Affirms BB- Corp. Credit Rating
LAROSH: Odessa Court Taps Kiril Losoyev as Liquidator

RBU-4: Court Names Volodimir Tarnovetskij as Liquidator
RENDEL: Valentina Yegorova to Manage Insolvency Assets
SOUZ-89: Court Appoints Sergij Guryanov as Insolvency Manager
STRIJ' NOODLE: Lviv Court Begins Bankruptcy Supervision
UKRPROMBUD: Lviv Court Commences Bankruptcy Supervision


U N I T E D   K I N G D O M

ALTHAM FREIGHT: Creditors Pass Winding Up Resolution
ASSURED SLEEP: Appoints Administrators from Jacksons Jolliffe
BESPOKE JOINERY: Creditors Agree to Voluntary Liquidation
BREC ELECTRICAL: Financial Woes Trigger Liquidation
CARNE HAIRDRESSING: Hires Tenon Recovery as Joint Administrators

CASTLE MORTONS: Names Andreas Georgiou Kakouris Liquidator
CHIQUITA BRANDS: Moody's Holds Senior Credit Rating at B1
CORPORATE DESIGN: Hires Administrator from Portland Business
CREATIVE CARPETS: Appoints F.A. Simms as Joint Administrators
DENTAL RECRUITMENT: Claims Filing Period Ends June 30

DURST LIMITED: Brings In Michael Bowell to Administer Assets
EIRCOM GROUP: Credit Suisse Holds 7.24% Equity Stake
ELLAND RUGBY: Winds Up Operations & Appoints Liquidator
EUROSAIL 06-1: Fitch Places GBP4.778-Mil-Equivalent Notes at BB
FIXED INCOME: Moody's Might Downgrade Two Ba1-Rated Bond Series

GJM MAINTENANCE: Hires Joint Liquidators from PKF (UK) LLP
GOLDBUREAU LIMITED: Taps Tenon Recovery to Administer Assets
KIDS KABIN: Creditors Resolve to Liquidation
KINGSWOOD GLOBAL: Names G. D. Sharma to Administer Assets
NEW CITY: Taps Paul James Fleming to Liquidate Assets

NORTHERN FOODS: Posts GBP5-Mln Loss in 52-Weeks Ended April 1
PRIMARY STORAGE: Names A.H. Tomlinson Administrator
PROTYPRINT LIMITED: Appoints KPMG LLP as Joint Administrators
ROYAL & SUNALLIANCE: Issuing 24.5 Mil. Shares in Dividend Scheme
SNOWBEAM LIMITED: Hires Joint Administrators from Vantis

TITAN EUROPE: S&P Removes EUR348.8-Mln Notes From CreditWatch
WOOLWORTHS GROUP: Moody's Cuts Rating to Ba2 on Contract Loss
YELL GROUP: Moody's Assigns Ba3 Corporate Family Rating

                            *********

=============
A U S T R I A
=============


ANNA KARWAS: Lacks Funds to Pay Claims, Property Manager Says
-------------------------------------------------------------
Karl Mayer, in his capacity as property manager for bankrupt
Industrial Company Anna Karwas (FN 250847v), has established
that the Debtor's property is insufficient to cover creditors'
claims.

The Land Court of Wiener Neustadt is yet to rule on Mr. Mayer's
decision.

Headquartered in Traiskirchen, Austria, Anna Karwas declared
bankruptcy on Nov. 24, 2005 (Bankr. Case No. 11 S 137/05s).  


===========
F R A N C E
===========


ALSTOM SA: Completes Joint Venture with Aker Yards ASA
------------------------------------------------------
Aker Yards and Alstom S.A. concluded a joint venture agreement
on May 31 that calls for the two companies to join forces in
shipbuilding and create together one of the world leaders in
this industry, focused on high value added ships, including
world class cruise ships.

As reported in TCR-Europe on Jan. 6, the parties planned to
establish a new company consisting of the shipyards in Saint
Nazaire and Lorient.  

All the necessary approvals from authorities have now been
received, and all other conditions have been lifted.  

In connection with the closing of the transaction, the new
company has received a committed offer of EUR550 million in
construction financing to finish its current backlog of cruise
ships.  A syndicate of four international banks underwrites the
financing.

A new company with the name Aker Yards SA has been established
to which Chantiers de l'Atlantique would transfer its employees,
assets and cruise ships contracts.  

Aker Yards SA consists of the shipyards in Saint-Nazaire and
Lorient, and will be a part of the Cruise & Ferries business
area in Aker Yards.   

Aker Yards owns 75% of Aker Yards SA, and ALSTOM the remaining
25% until 2010.  Mr. Jacques Hardelay will take over as Managing
Director of Aker Yards S.A. from June 1.  Mr. Hardelay is
currently holding the position as Chief Operating Officer at
Chantiers de l' Atlantique.  Mr. Hardelay will report to Yrjo
Julin, the President of Cruise & Ferries business area in Aker
Yards.

By being part of Aker Yards, Aker Yards S.A. will benefit from a
broadened product range and strong industrial synergies.  Aker
Yards Cruise & Ferries business area will be a unique and
innovative force in the cruise market.

Aker Yards Cruise & Ferries business area will benefit from a
unique design competence, combining the long tradition of French
and Finnish cruise shipbuilding that has produced icons such as
SS France, Queen Mary 2, the Voyager class and the Freedom class
ships.

Aker Yards now has 15 yards in six countries and employs more
than 16,000 people.

Aker Yards ASA -- http://www.akeryards.com/-- is an  
international shipbuilding group focusing on sophisticated
vessels.  The group has a strong position both in terms of
innovation, product range, technology, experience and capacity.  
The product range includes cruise vessels & ferries, merchant
vessels, offshore & specialized vessels.  Aker Yards comprises
15 yards in Brazil, Finland , France, Germany, Norway and  
Romania.  Aker Yards has approximately 16,000 employees.

Headquartered in Paris, France, Alstom S.A. --
http://www.alstom.com/-- is a leading maker of power-generation  
systems and constructs power plants, rail equipment, luxury
passenger ships, naval vessels, and natural gas tankers.  It
also produces electrical drives, motors, and generators.  The
group generates EUR13 billion in annual revenues and employs
more than 70,000 people worldwide.  The group posted EUR865
million in net loss and EUR1.4 billion in net debt for the
financial year 2004/2005.


FIXED-LINK: Fitch Keeps EUR142-Mil Notes on Watch Negative
----------------------------------------------------------
Fitch Ratings changed the Rating Watch on Fixed Link Finance
B.V.'s Class A and Class B notes to Evolving from Negative.  
FLF1's Class C notes remain on Rating Watch Negative.  The
ratings are detailed below.  The BBB- ratings of Fixed-Link
Finance 2 B.V. remain on Rating Watch Negative.  FLF1 and FLF2
are Eurotunnel-related debt repackaging vehicles.

This rating action follows the announced preliminary
restructuring agreement between Eurotunnel and the Ad Hoc
Committee.

FLF 1:

   -- GBP200 million Class A1 notes due 2025: BB+ RWE;
   -- EUR103 million Class A2 notes due 2025: BB+ RWE;
   -- GBP50,000 Class B1 notes due 2025: B+ RWE;
   -- EUR135 million Class B2 notes due 2025: B+ RWE; and
   -- EUR142 million Class C2 notes due 2025: B- RWN.

FLF1's GBP232 million Class G1 and EUR365 million Class G2
notes, all due 2025, are affirmed at AAA.

FLF 2:

   -- GBP120 million Class A notes due 2026: BBB- RWN; and
   -- GBP620 million guaranteed notes due 2027/28: AAA.

Eurotunnel's Tier 1A debt forms the collateral for the FLF2
notes.

Under the terms of the proposed restructuring of Eurotunnel's
debt, FLF1 is expected to receive par redemption for its Tier 1
and Tier 2 debt holdings as well as its share of the GBP100
million cash in respect of its Tier 3 holding from a new
mezzanine tranche of debt.  Fitch believes that FLF1 will also
receive the cash alternative for the GBP1.0 billion hybrid in
respect of its Tier 3 debt holding.

The FLF1 structure includes no mechanism for early redemption of
the notes prior to the "Expected Maturity Date" in February
2009.  Therefore, unless a tender is initiated, Fitch expects
the transaction to continue to pay interest on all Classes of
notes until 2009, upon which the accumulated cash within FLF1
will be used to redeem the notes.

Assuming that the Eurotunnel restructuring takes place as
outlined yesterday, Fitch calculates that the quantum of the
cash to be received should ensure that all senior and senior
subordinate bonds are redeemed in full in 2009 while the
subordinated notes will incur a loss.

The level of the loss on the Class C notes will depend on
interest and currency rate fluctuations between the receipt of
the restructuring proceeds and the expected repayment of the
notes.  However, Fitch understands that it is expected not to
exceed 60% of the outstanding Class C notes' balance.  

As a result, if the restructuring occurs as proposed, Fitch
would expect the ratings of the Class A and Class B notes to
converge at an investment-grade level, while the Class C notes
would be downgraded to C and assigned a Recovery rating in the
region of RR4.

Concerning FLF2, as Fitch expected, given the ranking of
Eurotunnel's Tier 1A debt, and the characteristics of this fixed
long-dated, bullet debt, combined with MBIA's exposure if any of
this tranche of debt was likely to be written-off, the company
has announced that this tranche of debt "will remain in place
under its current terms".  

Fitch has yet to confirm whether the ranking will change in the
new capital structure of debt.  Although these details have yet
to be negotiated, it is unlikely to be adversely affected given
the seniority and expected debt service coverage.  Consequently,
the FLF2 unwrapped tranche's BBB- rating remains on RWN, pending
the necessary agreements on the restructuring being achieved by
management.

Fitch notes that Eurotunnel's capital restructuring has yet to
be agreed by the required parties. The agency will monitor
developments as and when they occur.


YELL FINANCE: Moody's Withdraws Ba2 Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service assigned a Ba3 corporate family rating
to Yell Group plc and withdrew the Ba2 corporate family rating
at Yell Finance B.V.  

Concurrently, Moody's downgraded Yell's senior secured bank
credit facility rating to Ba3 from Ba2, and the ratings of the
senior unsecured and subordinated debt instruments to B2 from
B1.  Moody's intends to withdraw the debt ratings of Yell
Finance B.V. as the bonds get repaid due to early redemption on
June 2.  The rating outlook is stable.

Moody's downgrade reflects:

   -- the increased leverage of the group resulting in a pro
      forma Net financial debt/EBITDA ratio of 5.9x as a result
      of the acquisition of TPI in Spain for EUR3.289 billion
      announced in April 2006, which follows the acquisition of
      TransWestern Publishing in the U.S. in May 2005;

   -- the company's intention to operate under a relatively
      higher level of leverage than in the past as reflected in
      its revised Net financial debt/EBITDA target of close to
      4.0x;

   -- Yell's active M&A strategy and appetite for acquisitions,
      albeit restricted by the terms of Yell's financing
      arrangements; and

   -- the integration and operational risks associated with the
      transaction, given the increase in geographical scope and
      complexity of the group.

Moody's believes that the acquisition of TPI makes sense
strategically for Yell, as TPI is the incumbent operator in the
Spanish market and provides potential for revenue and profit
uplift through the implementation of Yell's best practices.  The
acquisition of TPI will increase Yell's exposure to good growth
markets like Spain and Latin America, and dilute Yell's reliance
on the U.K. operations at a time when the company is awaiting
the final conclusion of a competition commission review of the
market.

Although it is Moody's understanding that the company may pursue
small bolt-on acquisitions primarily in the U.S. and that the
company's current dividend policy will be maintained, any
additional debt-funded large acquisition would put downward
pressure on the rating.

The reassignment of the CFR to Yell Group plc from Yell Finance
B.V. reflects Moody's expectation that, as a result of the
refinancing of the whole capital structure of the group and the
early repayment of the bonds, Yell Finance BV will no longer be
used as a finance vehicle.

Headquartered in Reading, England, Yell is (through its
indirectly wholly owned subsidiary Yellow Pages U.K.) the
leading publisher of classified directories in the U.K. and
through its subsidiary, Yellow Book, is a leading independent
directories publisher in the U.S.  TPI is the largest publisher
of yellow and white pages in Spain with an estimated 90% market
share.  


=============
G E R M A N Y
=============


BERNHARD BUETTNER: Claims Registration Ends June 20
---------------------------------------------------
Creditors of Bernhard Buettner GmbH have until June 20 to
register their claims with court-appointed provisional
administrator Bettina Balling.

Creditors and other interested parties are encouraged to attend
the meeting at 2:00 p.m. on July 18, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Aschaffenburg
         Meeting Room 5.103
         Schlossplatz 5
         63739 Aschaffenburg, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Aschaffenburg opened bankruptcy
proceedings against Bernhard Buettner GmbH on April 26.  
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be reached at:

         Bernhard Buettner GmbH
         Aschaffenburger Str. 199
         63857 Waldaschaff, Germany

The administrator can be reached at:

         Bettina Balling
         Alte Poststr. 59
         63801 Kleinostheim, Germany
         Tel: 06027/40690
         Fax: 06027/4069500


HEROS GMBH: Claims Filing Period Ends June 20
---------------------------------------------
Creditors of HEROS GmbH Wertdienste have until June 20 to
register their claims with court-appointed provisional
administrator Manuel Sack.

Creditors and other interested parties are encouraged to attend
the meeting at 11:00 a.m. on July 18, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         Hanover Congress Centrum
         Theodor-Heuss-Place 1-3
         30175 Hanover, Germany

The Court will also verify the claims set out in the
administrator's report at 9:10 a.m. on Aug. 30, at:

         The District Court of Hanover
         Hall 226
         2nd Floor
         Hamburg Avenue 26
         30161 Hanover, Germany

The District Court of Hanover opened bankruptcy proceedings
against HEROS GmbH Wertdienste on April 28.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be reached at:

         HEROS GmbH Wertdienste
         Attn: Karl-Heinz Weis, Manager        
         Leipziger Str. 120
         09114 Chemnitz, Germany
         Web: http://www.heros-unternehmensgruppe.de/

The administrator can be reached at:

         Manuel Sack
         Theaterstr. 3
         30159 Hanover, Germany
         Tel: 0511/36602-0
         Fax: 0511/36602-55


HEROS SICHERHEITSDIENSTE: Claims Filing Period Ends June 20
-----------------------------------------------------------
Creditors of HEROS Sicherheitsdienste GmbH have until June 20 to
register their claims with court-appointed provisional
administrator Manuel Sack.

Creditors and other interested parties are encouraged to attend
the meeting at 10:00 a.m. on July 19, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         Hanover Congress Centrum
         Theodor-Heuss-Place 1-3
         30175 Hanover, Germany

The Court will also verify the claims set out in the
administrator's report at 9:10 a.m. on Sept. 6, at:

         The District Court of Hanover
         Hall 226
         2nd Floor
         Hamburg Avenue 26
         30161 Hanover, Germany

The District Court of Hanover opened bankruptcy proceedings
against HEROS Sicherheitsdienste GmbH on April 28.  
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be reached at:

         HEROS Sicherheitsdienste GmbH
         Attn: Karl-Heinz Weis, Manager        
         Beckstr. 2-4
         30457 Hanover, Germany
         Web: http://www.heros-unternehmensgruppe.de/

The administrator can be reached at:

         Manuel Sack
         Theaterstr. 3
         30159 Hanover, Germany
         Tel: 0511/36602-0
         Fax: 0511/36602-55


HEROS TRANSPORT: Claims Filing Period Ends June 20
--------------------------------------------------
Creditors of HEROS Transport GmbH have until June 20 to register
their claims with court-appointed provisional administrator
Manuel Sack.

Creditors and other interested parties are encouraged to attend
the meeting at 9:00 a.m. on July 14, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         Hanover Congress Centrum
         Theodor-Heuss-Place 1-3
         30175 Hanover, Germany

The Court will also verify the claims set out in the
administrator's report at 9:10 a.m. on Sept. 6, at:

         The District Court of Hanover
         Hall 226
         2nd Floor
         Hamburg Avenue 26
         30161 Hanover, Germany

The District Court of Hanover opened bankruptcy proceedings
against HEROS Transport GmbH on April 28.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be reached at:

         HEROS Transport GmbH
         Attn: Karl-Heinz Weis, Manager        
         Beckstr. 2-4
         30457 Hanover, Germany
         Web: http://www.heros-unternehmensgruppe.de/

The administrator can be reached at:

         Manuel Sack
         Theaterstr. 3
         30159 Hanover, Germany
         Tel: 0511/36602-0
         Fax: 0511/36602-55


HEROS VERWALTUNGS: Claims Filing Period Ends June 20
----------------------------------------------------
Creditors of HEROS Verwaltungs GmbH have until June 20 to
register their claims with court-appointed provisional
administrator Manuel Sack.

Creditors and other interested parties are encouraged to attend
the meeting at 10:40 a.m. on July 14, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Hanover
         Hall 226
         2nd Floor
         Hamburg Avenue 26
         30161 Hanover, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Hanover opened bankruptcy proceedings
against HEROS Verwaltungs GmbH on April 28.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be reached at:

         HEROS Verwaltungs GmbH
         Attn: Karl-Heinz Weis, Manager        
         Beckstr. 2-4
         30457 Hanover, Germany
         Web: http://www.heros-unternehmensgruppe.de/

The administrator can be reached at:

         Manuel Sack
         Theaterstr. 3
         30159 Hanover, Germany
         Tel: 0511/36602-0
         Fax: 0511/36602-55


HEROS WERTELOGISTIK: Claims Registration Ends June 20
-----------------------------------------------------
Creditors of HEROS Wertelogistik GmbH have until June 20 to
register their claims with court-appointed provisional
administrator Manuel Sack.

Creditors and other interested parties are encouraged to attend
the meeting at 11:00 a.m. on July 14, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Hanover
         Hall 226
         2nd Floor
         Hamburg Avenue 26
         30161 Hanover, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Hanover opened bankruptcy proceedings
against HEROS Wertelogistik GmbH on April 28.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be reached at:

         HEROS Wertelogistik GmbH
         Attn: Karl-Heinz Weis, Manager        
         Beckstr. 2-4
         30457 Hanover, Germany
         Web: http://www.heros-unternehmensgruppe.de/

The administrator can be reached at:

         Manuel Sack
         Theaterstr. 3
         30159 Hanover, Germany
         Tel: 0511/36602-0
         Fax: 0511/36602-55


OCEANWIDE MOTORS: Claims Registration Ends June 20
--------------------------------------------------
Creditors of Oceanwide Motors GmbH have until June 20 to
register their claims with court-appointed provisional
administrator Dr. Jorg Nerlich.

Creditors and other interested parties are encouraged to attend
the meeting at 9:00 a.m. on July 11, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Duesseldorf
         Area A 409
         4th Floor
         Muehlenstrasse 34
         40213 Duesseldorf, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Hanover opened bankruptcy proceedings
against Oceanwide Motors GmbH on May 10.  Consequently, all
pending proceedings against the company have been automatically
stayed.

The Debtor can be reached at:

         Oceanwide Motors GmbH
         Moltkestr. 30
         40477 Duesseldorf, Germany

         Volker O. Schwarze, Manager
         Stoffeler Broich 71
         40477 Duesseldorf, Germany

The administrator can be reached at:

         Dr. Jorg Nerlich
         Louise-Dumont-Str. 25
         40211 Duesseldorf, Germany


SBK-GMBH: Claims Filing Period Ends June 20
-------------------------------------------
Creditors of SBK-GmbH have until June 20 to register their
claims with court-appointed provisional administrator Jens
Fahnster.

Creditors and other interested parties are encouraged to attend
the meeting at 9:30 a.m. on July 20, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         The District Court of Neuwied
         Room 29
         Ground Floor
         Hermannstrasse 39
         56564 Neuwied, Germany

The Court will also verify the claims set out in the
administrator's report during this meeting, while creditors may
constitute a creditors' committee or opt to appoint a new
insolvency manager.

The District Court of Neuwied opened bankruptcy proceedings
against SBK-GmbH on May 3.  Consequently, all pending
proceedings against the company have been automatically stayed.

The Debtor can be reached at:

         SBK-GmbH
         Schalungs- und Betonbau Kretzhaus
         Asbacher Road 4
         53560 Kretzhaus, Germany

         Attn: Peter Strempel, Manager
         Bluecherstr. 96
         46045 Oberhausen, Germany

The administrator can be reached at:

         Jens Fahnster
         Kolnstr. 135
         53757 St. Augustin-Hangelar, Germany
         Tel: 02241/90600
         Fax: 02241/906062


SECURITY SERVICE: Claims Filing Period Ends June 20
---------------------------------------------------
Creditors of Security Service Werttransport GmbH have until
June 20 to register their claims with court-appointed
provisional administrator Manuel Sack.

Creditors and other interested parties are encouraged to attend
the meeting at 10:00 a.m. on July 19, at which time the
administrator will present his first report on the insolvency
proceedings.

The meeting of creditors will be held at:

         Hanover Congress Centrum
         Theodor-Heuss-Place 1-3
         30175 Hanover, Germany

The Court will also verify the claims set out in the
administrator's report at 9:10 a.m. on Sept. 13, at:

         The District Court of Hanover
         Hall 226
         2nd Floor
         Hamburg Avenue 26
         30161 Hanover, Germany

The District Court of Hanover opened bankruptcy proceedings
against Security Service Werttransport GmbH on April 28.  
Consequently, all pending proceedings against the company have
been automatically stayed.

The Debtor can be reached at:

         Security Service Werttransport GmbH
         Attn: Karl-Heinz Weis, Manager        
         Amselstr. 26
         68307 Mannheim, Germany

The administrator can be reached at:

         Manuel Sack
         Theaterstr. 3
         30159 Hanover, Germany
         Tel: 0511/36602-0
         Fax: 0511/36602-55


VISTEON CORP: Secures US$1.5 Billion Bank Loan Commitments
----------------------------------------------------------
Visteon Corporation (NYSE: VC) has received financing
commitments from JPMorgan Chase Bank, N.A. and Citigroup Global
Markets Inc. on May 16 to provide Visteon with US$1.5 billion in
secured loan facilities.

The new secured loans will include an US$800 million seven-year
term loan, with the remainder being divided between two five-
year revolving credit facilities for the U.S. and Europe.  
Proceeds from the financing will be used to repay amounts
outstanding under the company's existing secured facilities,
scheduled to mature in June 2007, and for general corporate
purposes.  Final terms of the loans will be based on market
terms, and the financing commitments are subject to customary
terms and conditions.

The new loan facilities will be completed over the next several
weeks.  "We are following through on our plan to address, by
mid-summer of this year, all credit facilities that expire in
June 2007," said James F. Palmer, Visteon executive vice
president and chief financial officer.  "This is another
important milestone in Visteon's three-year improvement plan."

Headquartered in Van Buren Township, Mississippi, Visteon
Corporation -- http://www.visteon.com/-- is a leading supplier  
of automotive systems, modules and components to global vehicle
manufacturers and the automotive aftermarket.  With regional
headquarters in Germany and China, the company has a workforce
of 47,000 employees and a network of manufacturing operations,
technical centers, sales offices and joint ventures around the
world.

                        *     *     *
  
Moody's Investors Service assigned a B1 rating to Visteon
Corporation's new US$800 million secured term loan and affirmed
the company's B2 Corporate Family and B3 Senior Unsecured
ratings.


VISTEON CORP: Moody's Rates US$800 Mln First Lien Loan at B1
------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Visteon
Corporation's new US$800 million secured term loan and affirmed
the company's B2 Corporate Family and B3 Senior Unsecured
ratings.

The Speculative Grade Liquidity rating of SGL-3 was affirmed and
represents adequate liquidity over the next 12 months.  The
actions follow Visteon obtaining commitments for US$1.5 billion
of credit commitments to refinance its bank credit facilities,
which were otherwise set to expire in June 2007.

When completed, the new financing will:

   -- buttress Visteon's liquidity profile;

   -- extend the company's debt maturity profile; and

   -- better position the company to execute its restructuring
      initiatives over the intermediate term.

Those benefits offset a marginal increase in indebtedness that
may occur, should the new facilities be fully drawn, and
performance metrics that on a trailing 12 month basis are weak
for the rating category.

The positive attributes from the new financing combined with
anticipated progress in the company's restructuring program,
support the current Corporate Family rating. The outlook remains
negative.

Ratings assigned:

   * Visteon Corporation

      -- 1 Lien US$800 million term loan, B1

Ratings updated:

   * Visteon Corporation

      -- Speculative Grade Liquidity, SGL-3

Ratings affirmed:

   * Visteon Corporation

      -- Corporate Family, B2

      -- Short-term rating, Not prime

      -- Senior Unsecured Notes, B3

      -- Shelf ratings for senior unsecured, subordinated and
         preferred, (P)B3, (P)Caa2, and (P)Caa3 respectively

   * Visteon Capital Trust I

      -- Shelf rating for trust preferred, (P)Caa2

Visteon's current secured bank credit facilities are not rated.
In addition to the new term loan, Visteon has obtained
commitments for a US$400 million asset backed revolving credit
and a US$300 million securitization program for its material
European subsidiaries.

Initially, the company will close under the term loan and use
proceeds to retire existing bank borrowings.  In the interim,
through an amendment, commitments under the current US$772
million revolving credit facility will be reduced to US$500
million, and then terminated upon closing of the new asset
backed facility.

The asset backed revolving credit facility and the
securitization program are not rated.  The last rating action
was on Jan. 18 when the Speculative Grade Liquidity rating was
raised to SGL-3 from SGL-4 and the long-term ratings were
affirmed.

Visteon's current bank credit facilities total US$1,363 million
and are scheduled to mature in June 2007.  Approximately US$691
million was outstanding under those facilities at March 31 with
an additional US$104 million of letters of credit issued under
the revolving credit facility.  Upon closing the asset backed
revolving credit, letters of credit will be re-issued under the
new facility.  No borrowings are anticipated under the asset
backed revolving credit or European securitization program at
their respective closings.

The new term loan will have a first lien against the company's
shareholdings in certain subsidiaries, which will be limited to
65% in the case of certain international subsidiaries, and
intercompany notes due from subsidiaries.  It will have a second
lien against collateral pledged to the new domestic asset backed
revolving credit.

That collateral package will consist of accounts receivable,
inventory, intangible assets, and certain property, plant and
equipment.  Liens against the latter will be limited to the
extent required to avoid providing equal and ratable security to
unsecured note holders.  In addition, the term loan will benefit
from up-streamed guarantees from material domestic subsidiaries.

Visteon's leverage will not change materially as a result of the
new financing. Similarly, its operating profits and prospects or
free cash flow are not affected by the change in capital
structure.  On a trailing twelve month basis, the company's
margins and debt service coverage ratios are weak for the B2
rating category.

However, Visteon's customer and geographic diversification, cost
structure and order book of new business volumes should lead to
further progress over the intermediate term.  The company
continues with access to an escrow account funded by Ford Motor
Company to facilitate its restructuring program. That program is
anticipated to revitalize operating margins through further
reduction in the company's cost structure.

The new financing does not involve any financial covenants until
certain defined liquidity levels are penetrated, at which time a
fixed charge coverage ratio would apply until another defined
liquidity threshold is subsequently achieved.  On a pro forma
basis, the company will have substantial capacity to satisfy the
minimum liquidity levels.

Consequently, the new financing not only addresses major
approaching debt maturities, but also results in more assured
access to committed funding, and better positions the company to
execute its restructuring program.  Nonetheless, near-term
uncertainties in the North American automotive industry have the
ability to disrupt operations and stress liquidity.

Those concerns warrant maintaining a negative outlook. Should
those events occur, and realization of savings from the
restructuring program be delayed, forward progress in Visteon's
business profile and coverage ratios could halt, and debt
protection measures could deteriorate.

The collection of collateral provided to the new term loan from
its first and second liens improves recovery expectations in
downside scenarios sufficient to support an up-notch from the
Corporate Family rating. Accordingly, a B1 rating has been
assigned.  However, the unsecured note holders have no
collateral, nor up-streamed guarantees from domestic
subsidiaries and will also see an increase in indebtedness at
European subsidiaries participating in the new securitization
program, potentially adding to their structural subordination.
Consequently, ratings for unsecured notes at B3 and shelf
filings have been affirmed.

The Speculative Grade Liquidity rating has been affirmed at SGL-
3 and represents adequate liquidity over the next 12 months.
This primarily flows from benefits obtained from the new
transactions.  Committed availability will not change
significantly, but its term has been extended and access is more
assured. Visteon is expected to have break-even to positive free
cash flow over the next 12 months.

The company is likely to modestly use the asset backed revolving
credit and securitization program to fund seasonal working
capital requirements, leaving sufficient amounts of
availability. Internal sources are supplemented by consolidated
cash and temporary investments on a pro forma basis of just
under US$1.0 billion at March 31, with the bulk of those assets
outside of the U.S. While the company is expected to have
significant carve-outs for reinvestment of cash from any future
asset sales, the ability to structure incremental alternate
liquidity is constrained by the extent of the assets pledged and
the impact of the lien basket under the indentures for the
unsecured notes.

Headquartered in Van Buren Township, Mississippi, Visteon
Corporation -- http://www.visteon.com/-- is a leading supplier  
of automotive systems, modules and components to global vehicle
manufacturers and the automotive aftermarket.  With regional
headquarters in Germany and China, the company has a workforce
of 47,000 employees and a network of manufacturing operations,
technical centers, sales offices and joint ventures around the
world.


VISTEON CORP: Begins Production in New Slovakian Plant
------------------------------------------------------
Visteon Corp. (NYSE: VC) has begun producing automotive
components at its new manufacturing plant in the Slovak
Republic.  The company's investment in the Nitra plant was
announced in October 2004.

The facility manufactures interior and climate control products
and gives Visteon a manufacturing base to serve the rapidly
expanding automotive market in Slovakia and Eastern Europe.  The
Nitra plant supplies door panels for PSA Peugeot-Citroen's new
Peugeot 207.  Later this year, the facility is scheduled to
begin producing climate control components for the Kia Accent.

The Nitra facility houses state-of-the-art injection molding
equipment and is designed for in-sequence production and
shipping of door panels to PSA's assembly plant in Trnava,
located 17 miles (45 kilometers) from Nitra.  The facility is
145,313 square feet (13,500 square meters) and sits on 861,113
square feet (80,000 square meters) of land.

Visteon is preparing for the opening of another manufacturing
facility in Slovakia -- located in Dubnica.  Scheduled to start
production in December 2006, it will be a smaller facility
designed to deliver climate control components on a just-in-time
basis to Kia.

Visteon expects to employ up to 400 people in Slovakia when the
facilities reach full capacity in 2007.

"As vehicle manufacturers expand to competitive-cost locations
in Eastern Europe, it is important for Visteon to align its
manufacturing footprint to support our customers," said Herve
Montloin, Visteon plant manager in the Slovak Republic.  "One of
Visteon's strengths is its balanced global manufacturing
footprint, and adding production capacity in competitive
locations such as the Slovak Republic is a key element of the
global strategy for our core product groups."

Visteon currently operates 13 technical, manufacturing, sales
and service facilities in five Eastern European countries.  
Visteon has plants in:

   -- Czech Republic (Novy Jicin, Rychvald and Hluk),
   -- Hungary (Szekesfehervar),
   -- Poland (Praszka and Poznan),
   -- Slovak Republic, and
   -- Turkey,

for the manufacture and assembly of automotive components
including climate control, interiors, electronics, lighting and
other products.

Headquartered in Van Buren Township, Mississippi, Visteon
Corporation -- http://www.visteon.com/-- is a leading supplier  
of automotive systems, modules and components to global vehicle
manufacturers and the automotive aftermarket.  With regional
headquarters in Germany and China, the company has a workforce
of 47,000 employees and a network of manufacturing operations,
technical centers, sales offices and joint ventures around the
world.

                        *     *     *
  
Moody's Investors Service assigned a B1 rating to Visteon
Corporation's new US$800 million secured term loan and affirmed
the company's B2 Corporate Family and B3 Senior Unsecured
ratings.


=========
I T A L Y
=========


BANCA POPOLARE: Acquires 4.53% RCS MediaGroup Equity Stake
----------------------------------------------------------
Banca Popolare Italiana Soc. Coop. p.a. revealed that Credit
Suisse Securities (Europe) Limited, acting as Sole Bookrunner,
completed the placing of 108,782,870 RCS MediaGroup S.p.A.
ordinary shares on May 30.

The shares placed represent 14.847% of RCS's ordinary share
capital.  Magiste International S.A. and Garlsson Real Estate
S.A had previously pledged the shares in favor of Banca Popolare
Italiana.

Credit Suisse set the price at EUR4.51 for the RCS shares, which
was the same price for all institutional investors acquiring
shares in the placement, per share.

As a result of the placement, Banca Popolare Italiana has
acquired 33,215,924 RCS shares representing 4.53% of the total
ordinary share capital of RCS.

The residual 75,566,946 shares, representing 10.31% of RCS's
ordinary share capital, were allotted to third-party
institutional or qualified investors

Settlement of this transaction is scheduled to occur today,
June 5.

Headquartered in Lodi, Italy, Banca Popolare Italiana --
http://www.bancapopolareitaliana.it/-- attracts deposits and  
offers commercial banking services.  The Bank offers securities
brokerage, asset management, mortgage loans, insurance, lease
financing and treasury services and manages mutual funds.
Through a subsidiary, Banca Popolare Italiana offers merchant
banking services and medium- and long-term lending.

                        *     *     *

As reported in the TCR-Europe on April 3, Fitch Ratings
downgraded Banca Popolare Italiana's Issuer Default and Short-
term ratings to BBB from BBB+ and F3 from F2 respectively.  Its
Individual and Support rating are affirmed at C and 3
respectively.  Its senior debt and trust preferred stock are
also downgraded to BBB and BB+ respectively from BBB+ and BBB-.  
The Issuer Default, Short-term and Individual ratings are
removed from Rating Watch Negative.  A Stable Outlook is
assigned for the Issuer Default rating.


===================
K A Z A K H S T A N
===================


ANTIKORRIOZNYE POKRYTIYA: Creditors Must File Claims by June 16
---------------------------------------------------------------
CJSC Antikorrioznye Pokrytiya Azee has declared insolvency.  
Creditors have until June 16 to submit written proofs of claim
to:

         CJSC Antikorrioznye Pokrytiya Azee
         Kalinina Str. 76
         Ust-Kamenogorsk, East Kazakhstan Region
         Kazakhstan


ARGUS-X: Creditors Must File Claims by June 16
----------------------------------------------
The Specialized Inter-Regional Economic Court of Kostanai Region
declared LLP Argus-X insolvent on March 15 without introduction
of the bankruptcy proceedings.

Creditors have until June 16 to submit written proofs of claim
to:

         LLP Argus-X
         Gogol Str. 177a
         Kostanai
         Kostanai Region
         Kazakhstan


ASMUNAISERVIS: Creditors Must File Claims by June 16
----------------------------------------------------
The Specialized Inter-Regional Economic Court of Pavlodar Region
declared LLP Asmunaiservis insolvent on March 28.

Creditors have until June 16 to submit written proofs of claim
to:

         The Specialized Inter-Regional
         Economic Court of Pavlodar Region
         Dostoyevskogo Str. 72
         Pavlodar, Kazakhstan
         Tel:  8 (3182) 32-91-97


BIRDEILIK: Creditors' Claims Due June 16
----------------------------------------
The Specialized Inter-Regional Economic Court of Kostanai Region
declared OJSC Birdeilik insolvent on March 16.

Creditors have until June 16 to submit written proofs of claim
to:

         The Specialized Inter-Regional
         Economic Court of Kostanai Region
         Tarana Str. 157  
         Kostanai
         Kostanai Region
         Kazakhstan


KRISTALL: Creditors' Claims Due June 16
---------------------------------------
The Specialized Inter-Regional Economic Court of Almaty declared
LLP Kristall insolvent on March 23.

Creditors have until June 16 to submit written proofs of claim
to:
         LLP Kristall
         Satpayeva Str. 6a-28  
         Almaty, Kazakhstan
         Tel: 8 (3272) 64-07-65
              8 (3332) 14-52-28


PALLADA & K: Proof of Claim Deadline Slated for June 16
-------------------------------------------------------
The Specialized Inter-Regional Economic Court of Pavlodar Region
declared LLP Pallada & K insolvent on March 28.

Creditors have until June 16 to submit written proofs of claim
to:

         The Specialized Inter-Regional
         Economic Court of Pavlodar Region
         Dostoyevskogo Str. 72
         Pavlodar, Kazakhstan
         Tel:  8 (3182) 32-91-97


SHARK: Proof of Claim Deadline Slated for June 16
-------------------------------------------------
The Specialized Inter-Regional Economic Court of Kostanai Region
declared LLP Shark insolvent on March 10.

Creditors have until June 16 to submit written proofs of claim
to:

         The Specialized Inter-Regional
         Economic Court of Kostanai Region
         Tarana Str. 157
         Kostanai
         Kostanai Region
         Kazakhstan


SUSHAR: Claims Registration Ends June 16
----------------------------------------
The Specialized Inter-Regional Economic Court of Jambyl Region
declared LLP Sushar insolvent on March 16.  Subsequently,
bankruptcy proceedings were introduced at the company.

Creditors have until June 16 to submit written proofs of claim
to:

         LLP Sushar
         Room 7
         Suleimanova Str. 17 (11a)
         Taraz, Kazakhstan
         Tel:  8 (3262) 43-25-52


TAMGALY: Claims Registration Ends June 16
-----------------------------------------
LLP Mining Company Tamgaly has declared insolvency.  Creditors
have until June 16 to submit written proofs of claim to:

         LLP Mining Company Tamgaly
         Elamana Str. 1
         Gornyi
         Jambyl District
         Almaty Region
         Kazakhstan


===================
K Y R G Y Z S T A N
===================


AVAND LTD: Creditors Must File Claims by July 21
------------------------------------------------
LLC Avand Ltd. has declared insolvency.  Creditors have until
July 21 to submit written proofs of claim to:

         LLC Avand Ltd.
         Gagarina Str. 183
         Intersection with Malikova Street
         Bishkek, Kyrgyzstan

The company can be reached at (+996 312) 55-26-14.


BG (BLACK GOLD): Proof of Claim Deadline Slated for July 25
-----------------------------------------------------------
LLC BG (Black Gold) has declared insolvency.  Creditors have
until July 25 to submit written proofs of claim to:

         LLC BG (Black Gold)
         Chapayeva Str. 1
         Bishkek, Kyrgyzstan


CHUI-BISHKEK-TALAS: Public Auction Scheduled for June 27
--------------------------------------------------------
The Chui-Bishkek-Talas Territorial Department of State Committee
on State Property of the Kyrgyz Republic will auction its boiler
plant and equipment on June 27, 10:00 a.m. at:

         The Chui-Bishkek-Talas Territorial Department of
         State Committee on State Property
         5th Floor
         Moskovskaya Str. 172
         Bishkek, Kyrgyzstan

The entity has declared a KGS695,785 starting price for the
proeperties.

Bidders must deposit an amount equivalent to 10% of the starting
price to:

         OJSC Settlement and Saving Company in Bishkek
         Settlement Account No. 8504172080101005
         BIG 129001

            -- or --

         Chui-Bishkek-Talas Territorial Department of
         State Committee on State Property
         Personal Account No. 205802605

Participants may submit their bids and necessary documents to:

         The Chui-Bishkek-Talas Territorial Department of
         State Committee on State Property
         Room 1, 5th Floor
         Moskovskaya Str. 172
         Bishkek, Kyrgyzstan


=================
L I T H U A N I A
=================


MAZEIKIU NAFTA: Lithuania OKs US$851.8-Mln Equity Sale to Orlen
---------------------------------------------------------------
The Parliament of Lithuania approved the sale of the state's
30.66% stake in Mazeikiu Nafta AB to PKN Orlen S.A., Poland's
largest oil refiner for US$851.8 million, Milda Seputyte and
Marek Miler writes for Bloomberg News.

Lithuanian lawmakers in Vilnius voted 97-to-1 in favor of the
sale, Bloomberg relates.

"Poland is our strategic partner in the EU and NATO and we know
that the company's presence in Lithuania means partner's
presence," Emanuelis Zingeris, a parliament member, was quoted
by Bloomberg.  "It's a historic decision."

Under the agreement, Lithuania will get to keep a 10% stake in
Mazeikiu and will have a five-year option to put those shares to
PKN Orlen, where the offered price for the projects is to
decrease from US$284 million to US$278 million after three
years.

As reported in TCR-Europe on May 30, Yukos Oil and PKN Orlen
executed a share sale and purchase agreement wherein Yukos will
sell 53.7% of its stake in Mazeikiu to Orlen for US$1.49
billion.  The agreement, signed on May 26, came a day after the
U.S. Bankruptcy Court for the Southern District of New York
lifted an order barring Yukos from selling its controlling stake
in the Lithuanian oil refinery.

Once the closing conditions are satisfied, the simultaneous
closing of both transactions is expected in the first quarter of
2007.  The next step will be the calling by PKN Orlen for a
mandatory tender offer for 5.76% shares of Mazeikiu Nafta, which
is quoted on the Vilnius Stock Exchange.

According to Bloomberg, Mazeikiu, the Baltic states' only oil
refiner, accounts for a fifth of Lithuanian economy.

Headquartered in Mazeikiai District, Lithuania, Mazeikiu Nafta
-- http://nafta.it/en-- is an integrated downstream oil company  
that comprises in one complex pipeline operations, oil refining,
marine terminal operations, and logistics of crude oil and
refined products.

                        *     *     *

As reported in TCR-Europe on May 30, Fitch Ratings placed
Lithuania's refining company Mazeikiu Nafta AB's Issuer Default
Rating of B+ on Rating Watch Positive.


===========
P O L A N D
===========


EUROGAS INC: March 31 Balance Sheet Upside Down by US$16.5 Mln.
---------------------------------------------------------------
Eurogas Inc. filed its first quarter financial statements for
the three months ended March 31, 2006, with the U.S. Securities
and Exchange Commission on May 19.

The Company reported a US$323,902 net loss on US$613,579
revenues for the three months ended March 31, 2006.

At March 31, 2006, the Company's balance sheet showed
US$3,163,630 in total assets and US$18,097,976 in total
liabilities, resulting in a US$16,523,424 stockholders' deficit.

The Company's March 31 balance sheet also showed strained
liquidity with US$2,564 in total current assets available to pay
US$18,097,976 in total current liabilities coming due within the
next 12 months.

Full-text copies of the Company's financial statements for the
three months ended March 31, 2006, are available for free at
http://ResearchArchives.com/t/s?a50

As reported in the Troubled Company Reporter on Sept. 21, 2005,
The Company reported an accumulated deficit of US$165,014,474
through June 30, 2005.  For the years ended Dec. 31, 2004 and
2003, the Company's had:

   -- no revenue,
   -- losses from operations, and
   -- negative cash flows from operating activities.

                         About Eurogas Inc.

Headquartered in Vancouver, Canada, Eurogas Inc. is primarily
engaged in the acquisition of rights to explore for and exploit
natural gas, coal bed methane gas, crude oil, talc and other
minerals.  The Company has acquired interests in several large
exploration concessions and are in various stages of identifying
industry partners, farming out exploration rights, undertaking
exploration drilling, and seeking to develop production.  The
company has acquired interests in several large exploration
concessions and is involved in operations in Central and Eastern
Europe.  Activities include a coalbed methane gas project in
Poland and a natural gas project in Slovakia.


ING BANK: Fitch Raises Individual Rating to C/D
-----------------------------------------------
Fitch Ratings raised Poland-based ING Bank Slaski's Individual
rating to C/D from D.  At the same time, Fitch affirmed ING
BSK's other ratings at Issuer Default A with Positive Outlook,
Short-term F1, and Support 1.

The upgrade reflects of ING BSK's improving asset quality, a
supportive macroeconomic environment, and improving risk
management.  It also considers the bank's strong capitalization
and excellent liquidity.  

Fitch's Financial Institutions group Director Chris Birney
disclosed, "The bank's conservative lending practices have cost
it market share, but have resulted in a cleaner, lower-risk
balance sheet."

"It remains to be seen whether the bank's deposit-focused
strategy will successfully revive its franchise," he added.

The Positive Outlook for ING BSK reflects that of Poland's
Sovereign rating, which was changed to Positive in March 2005.
ING BSK's Issuer Default rating is constrained by Poland's
Country Ceiling, and as a result an upgrade in the Sovereign
rating is likely to lead to an upgrade in the Country Ceiling as
well as ING BSK's Issuer Default rating.

ING BSK's Issuer Default, Short-term and Support ratings are
based on the extremely strong potential support from its
majority shareholder, the Netherland's ING Bank.

The merger of Bank Slaski and the Warsaw branch of ING in 2001
formed ING BSK.  It is the fourth largest bank in Poland by
total assets at end-2005, with market share of 7.2%.  The bank
had 7,446 employees and 331 branches at end-2005.

ING Bank is the banking arm of ING Groep.  ING Groep provides
banking, insurance, and asset management services in over 50
countries, and had over 114,000 employees and equity of EUR37
billion at end-2005.  Operations in Central and Eastern Europe
include the Czech Republic, Slovakia, Hungary, Bulgaria,
Romania, and Russia.


===========
R U S S I A
===========


AEROSOL CONTAINERS: L. Studneva to Manage Insolvency Assets
-----------------------------------------------------------
The Arbitration Court of Vladimir Region appointed Ms. L.
Studneva as insolvency manager for LLC Aerosol Containers (Case
No. A17945/2005-K1-85B).  She can be reached at:

         L. Studneva
         Mekhanizatorov, 50-24
         602209 Murom Region, Russia

The Court has commenced bankruptcy proceedings against the
company after finding it insolvent.

The Debtor can be reached at:

         LLC Aerosol Containers
         Krasnyj Oktyabr
         Kovrovskiy Region
         Vladimir Region, Russia


CREDIT BANK: Fitch Corrects Rating Issued
-----------------------------------------
Fitch rectified its May 30 release on Credit Bank of Moscow's
Individual rating from D/E to D.

This corrects the version issued by Fitch on May 30 and
published by the Troubled Company Reporter-Europe on June 1
regarding Credit Bank of Moscow.

As previously reported, Fitch Ratings assigned Credit Bank of
Moscow's upcoming RUB1 billion three-year bond issue a National
Long-term rating of BB+.  CBM is rated Issuer Default B-/Outlook
Stable, Short-term B, Individual D/E, Support 5 and National
Long-term BB+/Stable.

The bank's obligations under the issue will rank at least pari
passu with the claims of other senior unsecured creditors of
CBM, save those preferred by relevant legislation.  Under
Russian law, the claims of retail depositors rank above those of
other senior unsecured creditors.  At end-2005, retail deposits
bank's accounts prepared under Generally Accepted Accounting
Principles of the United States.

CBM was established in 1992.  Since 1995 it has formed part of a
group owned by Rossium Concern, which also includes investment,
industrial, agricultural, trade and construction companies.  

The group is ultimately owned by one individual, prompting some
corporate governance and succession concerns.  CBM's core
business lies in providing banking services to SMEs and, since
2002, retail customers.


EAR: Court Appoints A. Bulin as Insolvency Manager
--------------------------------------------------
The Arbitration Court of Ulyanovsk Region appointed Mr. A. Bulin
as insolvency manager for State Unitary Enterprise Ear (Case No.
A72-3951/05-19/27B).  He can be reached at:

         A. Bulin
         Engelsa Str. 19
         432063 Ulyanovsk Region, Russia

The Debtor can be reached at:

         State Unitary Enterprise Ear
         Ekaterinovka
         Kuzovatovskiy Region
         433777 Ulyanovsk Region, Russia


ELBOR: Court Commences Bankruptcy Supervision
---------------------------------------------
The Arbitration Court of Novgorod Region has commenced
bankruptcy supervision procedure on CJSC Factory Elbor (TIN
5320002704).  The case is docketed under Case No. A44-373/
2006-4k.

The Temporary Insolvency Manager is:

         A. Tsybin
         Elektrozavodskaya Str. 7
         600009, Vladimir Region, Russia

The Debtor can be reached at:

         CJSC Factory Elbor
         Pesochnaya Str. 30
         Borovichi
         174409, Novgorod Region, Russia
         Tel/Fax: 8 (8162) 738-779


JOINT INVESTMENT: Court Names N. Adamov as Insolvency Manager
-------------------------------------------------------------
The Arbitration Court of Moscow appointed Mr. N. Adamov as
insolvency manager for CJSC Joint Investment Corporation (Case
No. A40-70608/05-73-163 B).  He can be reached at:

         N. Adamov
         Post User Box 11
         Building 1
         Molodogvardeyskaya Str. 9
         121467, Moscow Region, Russia
         Tel: 504-14-49

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  

The Debtor can be reached at:

         CJSC Joint Investment Corporation
         Tverskaya Str. 22
         103050, Moscow Region, Russia


KANSKIY BIOCHEMICAL: Court Starts Bankruptcy Supervision
--------------------------------------------------------
The Arbitration Court of Krasnoyarsk Region has commenced
bankruptcy supervision procedure on CJSC Kanskiy Biochemical
Factory.  (Case No. A33-4053/2006).

The Temporary Insolvency Manager is:

         R. Safaryanov
         Rooms 407 and 422
         Mira Pr. 36
         660049, Krasnoyarsk Region, Russia

The Debtor can be reached at:

         CJSC Kanskiy Biochemical Factory
         Krasnoyarskaya Str. 13
         Kansk
         663600, Krasnoyarsk Region, Russia


NIIGYPROKHIM SAINT-PETERSBURG: Court Names Insolvency Manager
-------------------------------------------------------------
The Arbitration Court of St. Petersburg and the Leningrad Region
appointed Ms. O. Elistratova as insolvency manager for OJSC
Niigyprokhim Saint-Petersburg (Case No. A56-29184/2005).  She
can be reached at:

         O. Elistratova
         Kanala Quay 181
         Obvodnogo
         190103, St. Petersburg Region, Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.

The Debtor can be reached at:

         OJSC Niigyprokhim Saint-Petersburg
         Shpalernaya Str. 36
         St. Petersburg Region, Russia


RUSSIA INTERNATIONAL: Fitch Upgrades Ratings to BB- From B+
-----------------------------------------------------------
Fitch Ratings upgraded the ratings of Russia International Card
Finance 1 and 2 to BB- from B+.  The upgrades stem from the
recent upgrade of JSCB Rosbank's Issuer Default Rating to B+
from B and resulting change in the going concern assessment
applicable to Rosbank and JCS United Card Services, the
processor/servicer.

The performance of financial flows into the transaction account
has been buoyant since the transactions closed in November 2004
and February 2005.  Monthly collections have been between US$30
million-US$50 million, and more than adequate to meet the three-
month maximum debt service of US$22.9 million.  The three-month
rolling average debt servicing coverage ratio has been around
six times, roughly double the early amortization trigger level
of three times.

The future flow transaction securitizes the cash flows from the
settlement of existing and future credit card voucher
receivables created by customers using credit cards in Russia,
issued by non-Russian financial institutions and paid to Rosbank
by Visa International Services Association, Mastercard
International Incorporated and Maestro Regional Licensors.  

UCS manages the relationship with the merchants, processes the
vouchers and transmits them to international credit card
companies, while Rosbank receives funds from the card companies
to settle the payments.


SALEKHARD-TRANS-STROY: Bankruptcy Hearing Slated for June 13
------------------------------------------------------------
The Arbitration Court of Yamalo-Nenetskiy Autonomous Region will
convene on June 13 to hear the bankruptcy supervision procedure
on CJSC Salekhard-Trans-Stroy.  (Case No. A81-312/2006)

The Temporary Insolvency Manager is:

         I. Kravchenko
         Melnikayte Str. 106, Office 242
         625026, Tyumen Region, Russia

The Debtor can be reached at:

         CJSC Salekhard-Trans-Stroy
         Obskaya Str. 39
         Labytnangi
         Yamalo-Nenetskiy Autonomous Region, Russia


TIKHVINSKIY WOOD: Court Names V. Kostomarov Insolvency Manager
--------------------------------------------------------------
The Arbitration Court of St. Petersburg and the Leningrad Region
appointed Mr. V. Kostomarov as insolvency manager for OJSC
Tikhvinskiy Wood Chemical Factory (TIN 4715000292).   He can be
reached at:

         V. Kostomarov
         Office 205
         Angliyskiy Pr. 3
         190121, St. Petersburg Region, Russia

The Court commenced bankruptcy proceedings against the company
after finding it insolvent.  The case is docketed under Case No.
A56-22987/2005.  

The Debtor can be reached at:

         OJSC Tikhvinskiy Wood Chemical Factory
         Zaytseva Str. 1
         Tikhvin
         187500, Leningrad Region, Russia


VIMPELCOM: Withdraws Plan to Acquire Kyivstar for US$5 Billion
--------------------------------------------------------------
Open Joint Stock Company Vimpel-Communications has withdrawn its
proposal to both Telenor ASA and Altimo (the telecom subsidiary
of Alfa Group) to acquire 100% of CJSC Kyivstar G.S.M. for
US$5 billion.

Telenor has publicly stated that a market-based separation
agreement between Telenor and Altimo and the associated Federal
Anti-Monopoly Service approvals are necessary conditions to the
sale of Kyivstar to VimpelCom.  However, VimpelCom sees little
prospect that such an agreement will be reached in the
foreseeable future.

"We regrettably had to withdraw [Thurs]day our offer to buy
Kyivstar," Alexander Izosimov, VimpelCom's Chief Executive
Officer, said.  "Although the principal terms of the acquisition
have largely been agreed between all three parties, the
acquisition of Kyivstar has been linked to the market-based
separation agreement and we see very little progress that has
been made between Telenor and Altimo on this issue over the past
three months.  

"Hence, we see little value in allowing negotiations to continue
any longer.  We will always be happy to return to the
negotiating table and to consider further proposals from Telenor
and Altimo in the future.  In the meantime, we will focus all
our efforts on pursuing our announced strategy of expansion into
the Ukrainian market through CJSC Ukrainian Radio Systems, where
the initial results following our launch of the Beeline brand
have been encouraging."

                        About Telenor

Headquartered in Fornebu, Norway, Telenor ASA --
http://www.telenor.com/-- is the largest provider of  
telecommunications services in Norway, and has substantial
international operations.  In 2004, Telenor registered record-
high customer growth in several markets.

                       About Kyivstar

Headquartered in Kiev, Ukraine, Kyivstar GSM --
http://www.kyivstar.net/-- is partially owned by Telenor ASA  
and provides mobile communication services in Ukraine.  

                      About VimpelCom

Headquartered in Moscow, Russia, VimpelCom --
http://www.vimpelcom.com/-- provides mobile telecommunications  
services in Russia and Kazakhstan with newly acquired operations
in Ukraine, Tajikistan and Uzbekistan.  The Company operates
under the 'Beeline' brand in Russia and Kazakhstan.  In
addition, VimpelCom is continuing to use 'K-mobile' and 'EXCESS'
brands in Kazakhstan.

                        *     *     *

As reported in TCR-Europe on Feb. 16, Standard & Poor's Ratings
Services said that its ratings and outlook on Russian mobile
telecommunications operator Vimpel-Communications
(VimpelCom;BB/Positive/--) are unaffected by the company's
announcement that it has launched a bid for Ukraine-based mobile
telecommunications operator CJSC Kyivstar GSM (BB-/Watch
Positive/--) for a consideration of US$5 billion in VimpelCom
common registered shares plus assumed debt.


ZAVOLZHSKIY CHEMICAL: Court Opens Bankruptcy Supervision
--------------------------------------------------------
The Arbitration Court of Ivanovo Region has commenced bankruptcy
supervision procedure on CJSC Zavolzhskiy Chemical Factory (Case
No. A17-1330/05-10-B).

The Temporary Insolvency Manager is:

         Y. Epifanov
         Elektrozavodskaya Str. 7
         600009, Vladimir Region, Russia

The Debtor can be reached at:

         CJSC Zavolzhskiy Chemical Factory
         Zavolzhsk, Zavodskaya Str. 1
         155410, Ivanovo Region, Russia


=============================
S L O V A K   R E P U B L I C
=============================


EUROGAS INC: March 31 Balance Sheet Upside Down by US$16.5 Mln.
---------------------------------------------------------------
Eurogas Inc. filed its first quarter financial statements for
the three months ended March 31, 2006, with the U.S. Securities
and Exchange Commission on May 19.

The Company reported a US$323,902 net loss on US$613,579
revenues for the three months ended March 31, 2006.

At March 31, 2006, the Company's balance sheet showed
US$3,163,630 in total assets and US$18,097,976 in total
liabilities, resulting in a US$16,523,424 stockholders' deficit.

The Company's March 31 balance sheet also showed strained
liquidity with US$2,564 in total current assets available to pay
US$18,097,976 in total current liabilities coming due within the
next 12 months.

Full-text copies of the Company's financial statements for the
three months ended March 31, 2006, are available for free at
http://ResearchArchives.com/t/s?a50

As reported in the Troubled Company Reporter on Sept. 21, 2005,
The Company reported an accumulated deficit of US$165,014,474
through June 30, 2005.  For the years ended Dec. 31, 2004 and
2003, the Company's had:

   -- no revenue,
   -- losses from operations, and
   -- negative cash flows from operating activities.

                         About Eurogas Inc.

Headquartered in Vancouver, Canada, Eurogas Inc. is primarily
engaged in the acquisition of rights to explore for and exploit
natural gas, coal bed methane gas, crude oil, talc and other
minerals.  The Company has acquired interests in several large
exploration concessions and are in various stages of identifying
industry partners, farming out exploration rights, undertaking
exploration drilling, and seeking to develop production.  The
company has acquired interests in several large exploration
concessions and is involved in operations in Central and Eastern
Europe.  Activities include a coalbed methane gas project in
Poland and a natural gas project in Slovakia.


VISTEON CORP: Begins Production in New Slovakian Plant
------------------------------------------------------
Visteon Corp. (NYSE: VC) has begun producing automotive
components at its new manufacturing plant in the Slovak
Republic.  The company's investment in the Nitra plant was
announced in October 2004.

The facility manufactures interior and climate control products
and gives Visteon a manufacturing base to serve the rapidly
expanding automotive market in Slovakia and Eastern Europe.  The
Nitra plant supplies door panels for PSA Peugeot-Citroen's new
Peugeot 207.  Later this year, the facility is scheduled to
begin producing climate control components for the Kia Accent.

The Nitra facility houses state-of-the-art injection molding
equipment and is designed for in-sequence production and
shipping of door panels to PSA's assembly plant in Trnava,
located 17 miles (45 kilometers) from Nitra.  The facility is
145,313 square feet (13,500 square meters) and sits on 861,113
square feet (80,000 square meters) of land.

Visteon is preparing for the opening of another manufacturing
facility in Slovakia -- located in Dubnica.  Scheduled to start
production in December 2006, it will be a smaller facility
designed to deliver climate control components on a just-in-time
basis to Kia.

Visteon expects to employ up to 400 people in Slovakia when the
facilities reach full capacity in 2007.

"As vehicle manufacturers expand to competitive-cost locations
in Eastern Europe, it is important for Visteon to align its
manufacturing footprint to support our customers," said Herve
Montloin, Visteon plant manager in the Slovak Republic.  "One of
Visteon's strengths is its balanced global manufacturing
footprint, and adding production capacity in competitive
locations such as the Slovak Republic is a key element of the
global strategy for our core product groups."

Visteon currently operates 13 technical, manufacturing, sales
and service facilities in five Eastern European countries.  
Visteon has plants in:

   -- Czech Republic (Novy Jicin, Rychvald and Hluk),
   -- Hungary (Szekesfehervar),
   -- Poland (Praszka and Poznan),
   -- Slovak Republic, and
   -- Turkey,

for the manufacture and assembly of automotive components
including climate control, interiors, electronics, lighting and
other products.

Headquartered in Van Buren Township, Mississippi, Visteon
Corporation -- http://www.visteon.com/-- is a leading supplier  
of automotive systems, modules and components to global vehicle
manufacturers and the automotive aftermarket.  With regional
headquarters in Germany and China, the company has a workforce
of 47,000 employees and a network of manufacturing operations,
technical centers, sales offices and joint ventures around the
world.

                        *     *     *
  
Moody's Investors Service assigned a B1 rating to Visteon
Corporation's new US$800 million secured term loan and affirmed
the company's B2 Corporate Family and B3 Senior Unsecured
ratings.


=========
S P A I N
=========


AYT GENOVA: Moody's Rates Series E Notes at Ba3
-----------------------------------------------
Moody's Investors Service assigned definitive credit ratings to
five series of mortgage-backed securities to be issued by AyT
Genova Hipotecario VIII Fondo de Titulizacion de Hipotecaria, a
Spanish asset securitisation fund that has been created by
Ahorro y Titulizacion, S.G.F.T, S.A. (AyT).

Moody's has assigned these ratings:

   -- Aaa to the EUR462.0 million Series A1 notes;
   -- Aaa to the EUR1,575.0 million Series A2 notes;
   -- Aa3 to the EUR21.0 million Series B notes;
   -- Baa1 to the EUR21.0 million Series C notes; and
   -- Ba3 to the EUR21.0 million Series D notes.

The definitive ratings address the expected loss posed to
investors by the legal final maturity on May 15, 2039.  In
Moody's opinion, the structure allows for timely payment of
interest and ultimate payment of principal at par on or before
the rated final legal maturity date, and not at any other
expected maturity date.  

The ratings do not address the full redemption of the notes on
the expected maturity date.  Moody's ratings address only the
credit risks associated with the transaction.  Other non-credit
risks have not been addressed, but may have a significant effect
on yield to investors.

The fund will be established with the loans sold to the fund by
AyT Genova I and by AyT Genova V, with the remaining loans
issued by Barclays Bank SA.  Barclays is securitising the loans
from its Hipoteca Remunerada, a loan product, which has very
strong underwriting criteria as Barclays is targeting affluent
clients in Spain.

According to Moody's, this deal benefits from several credit
strengths including:

   -- good quality collateral in terms of weighted average LTV
      (56.33%), seasoning (2.03 years) and geographical
      diversification.  Some of the loans come from AyT Genova I
      and AyT Genova V current seasoned transactions;

   -- interest rate swap to hedge interest rate risk in the
      transaction;

   -- a reserve fund that is fully funded upfront to cover any
      potential shortfall in interest and principal;

   -- an 18-month artificial write-off mechanism;

   -- the fact that 100% of the loans are secured by first-lien
      residential mortgages; and

   -- the quality of Barclays Bank S.A as originator and
      servicer.

However, Moody's notes that the deal also features credit
weaknesses, notably:

   -- lack of information (employment type); however, a penalty
      was accordingly applied when calculating the credit
      enhancement;

   -- weak margin on the loans (43 bps over 12-month Euribor).  
      This risk is sized in the subordination levels and in the
      reserve fund;

   -- the fact that pro-rata amortization of the Series B, C and
      D notes leads to reduced credit enhancement of the senior
      class in absolute terms.  These increased risks were
      reflected in Moody's credit enhancement calculation; and

   -- no limit has been established to the amount of loans for
      which maturity could be renegotiated, even though the
      extension of the maturity date could not go beyond April
      2036.

The portfolio comprises 17,818 loans representing a provisional
portfolio of EUR2,388,500,356.  The securitized products are
first-lien mortgage loans granted to individuals, most of whom
will use these loans to acquire or refurbish a primary
residence.  The loans have a weighted average seasoning of
approximately 2.03 years.  The original weighted average LTV is
62.35%.  The current weighted average LTV is 56.33%.The
mortgages consist of first charges on residential properties
that are all believed to be owner-occupied.  All the properties
on which the mortgage securities have been granted are covered
by property damage insurance and fire insurance.

Moody's based its ratings on:

   -- an evaluation of the underlying portfolio of mortgage
      loans securing the structure; and

   -- the transaction's structural protections, which include
      the subordinate position of Series B with respect to
      Series A, the strength of the cash flows, including the
      reserve fund, and any excess spread available to cover
      losses.


===========
T U R K E Y
===========


DENIZ FINANSAL: Fitch Puts Low-B Rated IDR on Watch Positive
------------------------------------------------------------
Fitch Ratings placed Denizbank's financial services subsidiary,
Deniz Finansal Kiralama's local currency BB- and National Long-
term A rating on RWP.  

At the same time, Fitch affirmed Deniz Leasing's other ratings
at foreign currency IDR BB-, Short-term foreign and local
currency B and Support 3.  The Outlook on the foreign currency
IDR is Stable.

As part of the Dexia's transaction with Denizbank, Dexia is
purchasing 75% of Denizbank's financial services subsidiaries.  

The Watch will be resolved upon the completion of the
acquisition, expected in fourth quarter 2006.

The RWP reflects the benefits pending the successful completion
of the acquisition that Denizbank is expected to receive from
its potential new shareholder Dexia.  Dexia's ratings continue
to be based on the group's dominant position in European public
finance, its relatively stable and solid profitability,
excellent asset quality and strong capitalization.

The ratings are affirmed because the potential acquisition of
Denizbank is not expected to have any material negative impact
on these rating drivers.  However, any integration problems
related to this acquisition or any significant deterioration in
either Dexia's risk profile or its capitalization, notably in
the case of any future acquisitions, would lead to downward
rating pressure.

Denizbank is 75%-owned by Zorlu Holding with 25% publicly
traded.  The bank is a medium-sized institution with 230
branches nationwide and owns banks in Austria and Russia.  As
well as being the largest provider of public finance in Europe,
Dexia is one of the main retail banks in Belgium and Luxembourg.

It also built up its investment management business, and while
it remains a small player on a European scale, assets under
management continue to rise.  Dexia's business profile has
become increasingly diversified in the past 10 years, both
geographically and in terms of business mix.


DENIZBANK A.S.: Fitch Affirms Local Default Rating at BB-
---------------------------------------------------------
Fitch Ratings placed Turkey-based Denizbank A.S.'s local
currency Issuer Default BB-, National Long-term A and Support 4
ratings on Rating Watch Positive, following the announcement
from Belgium-based Dexia that it is planning to acquire 75% of
the bank from Zorlu Holding.

At the same time, Fitch affirmed Denizbank's other ratings at
foreign currency Issuer Default BB-, Short-term foreign and
local currency B and Individual C/D.  The Outlook on the foreign
currency Issuer Default rating is Stable.  Fitch also affirmed
Dexia at IDR AA+ with Stable Outlook, Short-term F1+ and
Individual A/B.

The Watch will be resolved upon the completion of the
acquisition, expected in fourth quarter of 2006.

The RWP reflects the benefits pending the successful completion
of the acquisition that Denizbank is expected to receive from
its potential new shareholder Dexia.  Dexia's ratings continue
to be based on the group's dominant position in European public
finance, its relatively stable and solid profitability,
excellent asset quality and strong capitalization.

The ratings are affirmed because the potential acquisition of
Denizbank is not expected to have any material negative impact
on these rating drivers.  However, any integration problems
related to this acquisition or any significant deterioration in
either Dexia's risk profile or its capitalization, notably in
the case of any future acquisitions, would lead to downward
rating pressure.

Denizbank is 75%-owned by Zorlu Holding with 25% publicly
traded.  The bank is a medium-sized institution with 230
branches nationwide and owns banks in Austria and Russia.  As
well as being the largest provider of public finance in Europe,
Dexia is one of the main retail banks in Belgium and Luxembourg.

It also built up its investment management business, and while
it remains a small player on a European scale, assets under
management continue to rise.  Dexia's business profile has
become increasingly diversified in the past 10 years, both
geographically and in terms of business mix.


=============
U K R A I N E
=============


BROSHNIV: Olena Goshovska to Liquidate Assets
---------------------------------------------
The Economic Court of Ivano-Frankivsk Region appointed Olena
Goshovska as Liquidator/Insolvency Manager for LLC Wood Combine
Broshniv (code EDRPOU 30760517).  He can be reached at:

         Olena Goshovska
         S. Striltsiv Str. 10/82
         Strij
         Lviv Region, Ukraine

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on Feb. 8.  The case is docketed
under Case No. B-15/331.

The Economic Court of Ivano-Frankivsk Region is located at:

         Shevchenko Str. 16a
         76000 Ivano-Frankivsk Region, Ukraine

The Debtor can be reached at:

         LLC Wood Combine Broshniv
         Rozhnyativskij District
         S. Striltsiv Str. 52
         Broshniv
         77611 Ivano-Frankivsk Region, Ukraine


DELTA: Court Names V. Brikulskij to Liquidate Assets
----------------------------------------------------
The Economic Court of Odessa Region appointed Mr. V. Brikulskij
as Liquidator/Insolvency Manager for Delta (code EDRPOU
20986475).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on Dec. 13.  

The Economic Court of Odessa Region is located at:

         Shevchenko Avenue 4
         65032 Odessa Region, Ukraine

The Debtor can be reached at:

         Delta
         Frunzivka
         Odessa Region, Ukraine


KYIVSTAR GSM: VimpelCom Withdraws US$5 Billion Acquisition Plan
---------------------------------------------------------------
Open Joint Stock Company Vimpel-Communications has withdrawn its
proposal to both Telenor ASA and Altimo (the telecom subsidiary
of Alfa Group) to acquire 100% of CJSC Kyivstar G.S.M. for
US$5 billion.

Telenor has publicly stated that a market-based separation
agreement between Telenor and Altimo and the associated Federal
Anti-Monopoly Service approvals are necessary conditions to the
sale of Kyivstar to VimpelCom.  However, VimpelCom sees little
prospect that such an agreement will be reached in the
foreseeable future.

"We regrettably had to withdraw [Thurs]day our offer to buy
Kyivstar," Alexander Izosimov, VimpelCom's Chief Executive
Officer, said.  "Although the principal terms of the acquisition
have largely been agreed between all three parties, the
acquisition of Kyivstar has been linked to the market-based
separation agreement and we see very little progress that has
been made between Telenor and Altimo on this issue over the past
three months.  

"Hence, we see little value in allowing negotiations to continue
any longer.  We will always be happy to return to the
negotiating table and to consider further proposals from Telenor
and Altimo in the future.  In the meantime, we will focus all
our efforts on pursuing our announced strategy of expansion into
the Ukrainian market through CJSC Ukrainian Radio Systems, where
the initial results following our launch of the Beeline brand
have been encouraging."

                        About Telenor

Headquartered in Fornebu, Norway, Telenor ASA --
http://www.telenor.com/-- is the largest provider of  
telecommunications services in Norway, and has substantial
international operations.  In 2004, Telenor registered record-
high customer growth in several markets.

                       About VimpelCom

Headquartered in Moscow, Russia, VimpelCom --
http://www.vimpelcom.com/-- provides mobile telecommunications  
services in Russia and Kazakhstan with newly acquired operations
in Ukraine, Tajikistan and Uzbekistan.  The Company operates
under the 'Beeline' brand in Russia and Kazakhstan.  In
addition, VimpelCom is continuing to use 'K-mobile' and 'EXCESS'
brands in Kazakhstan.


                       About Kyivstar

Headquartered in Kiev, Ukraine, Kyivstar GSM --
http://www.kyivstar.net/-- is partially owned by Telenor ASA  
and provides mobile communication services in Ukraine.  


                        *     *     *

As reported in the Troubled Company Reporter-Europe on Feb. 16,
Standard & Poor's Rating Services placed its 'BB-' long-term
corporate credit rating on Ukraine-based mobile
telecommunications operator CJSC Kyivstar GSM on CreditWatch
with positive implications.  This follows the announcement of a
bid for the company by Russian mobile telecommunications
operator Vimpel-Communications (JSC) (VimpelCom; BB/Positive/--)
for a consideration of US$5 billion in common registered shares
plus assumed debt.
  

KYIVSTAR GSM: S&P Affirms BB- Corp. Credit Rating
-------------------------------------------------
Standard & Poor's Rating Services affirmed its 'BB-' long-term
corporate credit rating on Ukraine-based mobile
telecommunications operator CJSC Kyivstar GSM.

Standard & Poor's also affirmed the 'BB-' senior unsecured debt
ratings on the company's loan participation notes issued by
Dresdner Bank AG (A+/Stable/A-1).
   
All ratings have been removed from CreditWatch with positive
implications, where they were placed on Feb. 14, 2006, following
an earlier announcement of a bid for the company by Russian
mobile telecoms operator Vimpel-Communications (JSC) (VimpelCom;
BB/Positive/--) for a consideration of US$5 billion in common
registered shares plus assumed debt. The outlook is stable.

"The rating action follows VimpelCom's withdrawal of its offer
to purchase Kyivstar and reflects the removal of any immediate
uplift in credit quality related to a potential change of
ownership at Kyivstar," said Standard & Poor's credit analyst
Michael O'Brien.
     
VimpelCom has, however, stated that it will maintain its
interest in proposals related to Kyivstar in the future.  
Importantly, should a revised acquisition bid materialize that
includes a significant cash or debt-funded component from
VimpelCom, potential rating upside for Kyivstar would be
unlikely, and a negative rating action would not be ruled out.

"Kyivstar is well placed to sustain its current credit quality,
due to its solid business position, controlled business
strategy, and manageable financial policy with regard to
investments and dividend payments to shareholders," Mr. O'Brien
added.  "The outlook assumes that the political environment and
related economic situation in Ukraine will remain relatively
stable."
     
S&P does not expect dividend payments to put a strain on the
company's liquidity and debt repayment capacity.  Kyivstar will
be free cash flow negative in the near term due to the size and
pace of its network capacity investments.  The financial
discipline of the company's management and shareholders, with
which Standard & Poor's has been satisfied to date, therefore
remains a key rating factor.
     
Any significant and durable deviation from Standard & Poor's
expectations in terms of cash flow generation could lead to the
outlook being revised to negative, as could any negative
financial effects resulting from shareholder disputes or
regulatory intervention. Conversely, sustainable positive free
cash flow generation over time and an end to shareholder
disputes could have a positive effect on the outlook or ratings.
     
     
LAROSH: Odessa Court Taps Kiril Losoyev as Liquidator
-----------------------------------------------------
The Economic Court of Odessa Region appointed Kiril Losoyev as
Liquidator/Insolvency Manager for LLC Larosh (code EDRPOU
33721067).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on April 7.  The case is docketed
under Case No. 21/99-06-3251.

The Economic Court of Odessa Region is located at:

         Shevchenko Avenue 4
         65032 Odessa Region, Ukraine

The Debtor can be reached at:

         LLC Larosh
         Chepiga Str. 29
         Otaman
         65003 Odessa Region, Ukraine


RBU-4: Court Names Volodimir Tarnovetskij as Liquidator
-------------------------------------------------------
The Economic Court of Ivano-Frankivsk Region appointed Volodimir
Tarnovetskij as Liquidator/Insolvency Manager for CJSC RBU-4
(code EDRPOU 3059407).  He can be reached at:

         Volodimir Tarnovetskij
         Krushelnitskih Str. 21
         Kolomiya
         Ivano-Frankivsk Region, Ukraine

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on March 10.  The case is docketed
under Case No. B-13/8.

The Economic Court of Ivano-Frankivsk Region is located at:

         Shevchenko Str. 16a
         76000 Ivano-Frankivsk Region, Ukraine

The Debtor can be reached at:

         CJSC RBU-4
         Kotlyarevskij Str. 8a
         Kolomiya
         Ivano-Frankivsk Region, Ukraine


RENDEL: Valentina Yegorova to Manage Insolvency Assets
------------------------------------------------------
The Economic Court of Odessa Region appointed Valentina Yegorova
as Liquidator/Insolvency Manager for LLC Rendel (code EDRPOU
32901792).

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on April 7.  The case is docketed
under Case No. 21/101-06-3253.

The Economic Court of Odessa Region is located at:

         Shevchenko Avenue 4
         65032 Odessa Region, Ukraine

The Debtor can be reached at:

         LLC Rendel
         Novoselskij Str. 84/16
         65029 Odessa Region, Ukraine


SOUZ-89: Court Appoints Sergij Guryanov as Insolvency Manager
-------------------------------------------------------------
The Economic Court of Harkiv Region appointed Sergij Guryanov as
Liquidator/Insolvency Manager for LLC Production-Commercial Firm
Souz-89 (code EDRPOU 21186262).  He can be reached at:

         Sergij Guryanov
         Traktorobudivnikiv Str. 87/155
         Harkiv Region, Ukraine

The Court commenced bankruptcy proceedings against the company
after finding it insolvent on March 23.  The case is docketed
under Case No. B-48/18-05.

The Economic Court of Harkiv Region is located at:

         8th Entrance
         Derzhprom
         Svobodi Square 5
         61022 Harkiv Region, Ukraine

The Debtor can be reached at:

         LLC Production-Commercial Firm Souz-89
         Shevchenko Str. 325
         Harkiv Region, Ukraine


STRIJ' NOODLE: Lviv Court Begins Bankruptcy Supervision
-------------------------------------------------------
The Economic Court of Lviv Region commenced bankruptcy
supervision procedure on OJSC Strij' Noodle Plant (code EDRPOU
00376490) on March 10.  

The case is docketed under Case No. 6/41-8/67.

The Temporary Insolvency Manager is:

         Yaroslav Onushkanich
         Strijska Str. 716/3
         Lviv Region, Ukraine

The Economic Court of Lviv Region is located at:

         Lichakivska Str. 81
         79010 Lviv Region, Ukraine

The Debtor can be reached at:

         OJSC Strij' Noodle Plant
         Uspenska Str. 40
         Strij
         82400 Lviv Region, Ukraine


UKRPROMBUD: Lviv Court Commences Bankruptcy Supervision
-------------------------------------------------------
The Economic Court of Lviv Region commenced bankruptcy
supervision procedure on LLC Ukrprombud (code EDRPOU 32711875).
The case is docketed under Case No. 6/31-8/54.

The Temporary Insolvency Manager is:

         Oleg Oprishko
         Chinu Str. 7/2a
         Listopadovogo
         79000 Lviv Region, Ukraine

The Economic Court of Lviv Region is located at:

         Lichakivska Str. 81
         79010 Lviv Region, Ukraine

The Debtor can be reached at:

         LLC Ukrprombud
         Naukova Str. 55/82
         Lviv Region, Ukraine


===========================
U N I T E D   K I N G D O M
===========================


ALTHAM FREIGHT: Creditors Pass Winding Up Resolution
----------------------------------------------------
Creditors of Altham Freight Services Limited passed a resolution
to wind up the company's operations during an extraordinary
general meeting on March 22.

David Leighton Cockshott and Gary Edgar Blackburn of BWC
Business Solutions were appointed Joint Liquidators.

The company can be reached at:

         Altham Freight Services Limited
         Moorfield Indstrial Estate
         Moorfield Road
         Altham Accrington
         Lancashire BB5 5WG
         United Kingdom
         Tel: 01254 399 997
         Fax: 01254 399 878


ASSURED SLEEP: Appoints Administrators from Jacksons Jolliffe
-------------------------------------------------------------
Matthew Colin Bowker and David Antony Willis of Jacksons
Jolliffe Cork were appointed joint administrators of Assured
Sleep Beds Limited (Company Number 04128739) on May 12.

Jackson Jolliffe Cork -- http://www.jjcork.co.uk/-- is engaged  
exclusively in business recovery and insolvency work and
comprises certified and chartered accountants, licensed
insolvency practitioners and business turnaround consultants,
many having joined us from senior positions within National
firms.

Headquartered in West Yorkshire, United Kingdom, Assured Sleep
Beds Limited manufactures mattresses and divan beds.


BESPOKE JOINERY: Creditors Agree to Voluntary Liquidation
---------------------------------------------------------
Andrew J. Maybery and Christopher J. Brown of Hart Shaw LLP were
appointed Joint Liquidators of Bespoke Joinery Products Limited
after creditors decided to liquidate the company's assets on
March 30.

The company can be reached at:

         Bespoke Joinery Products Limited
         Waterfront Complex
         Shipyard Industrial Estate
         Selby YO8 8AP
         United Kingdom
         Tel: 01757 706 488


BREC ELECTRICAL: Financial Woes Trigger Liquidation
---------------------------------------------------
Brec Electrical Co. Limited is winding up its operations after
creditors established the company could no longer continue its
business due to mounting debts.

Philip Weinber1of Marks Bloom was appointed Liquidator.

The company can be reached at:

         Brec Electrical Co. Limited
         Unit 17 Enterprise House
         44-46 Terrace Road
         Walton-on-Thames
         Surrey KT122SD
         United Kingdom
         Tel: 01932 242 710
              01932 247 979
         Fax: 01932 242 711  
         Web: http://www.brec-electrical.com/


CARNE HAIRDRESSING: Hires Tenon Recovery as Joint Administrators
----------------------------------------------------------------
S. J. Parker and S. R. Thomas of Tenon Recovery were appointed
joint administrators of Carne Hairdressing Limited (Company
Number 5429440) on May 15.

Tenon Recovery -- http://www.tenongroup.com/-- provides  
accounting and business advice to owner-managed and private
business.

Carne Hairdressing Limited is engaged in hairdressing and other
beauty treatments.


CASTLE MORTONS: Names Andreas Georgiou Kakouris Liquidator
----------------------------------------------------------
Andreas Georgiou Kakouris was appointed Liquidator of Castle
Mortons Limited after creditors passed a resolution to wind up
the company during an extraordinary general meeting on March 28.

The company can be reached at:

         Castle Mortons Limited
         316 Green Lane
         London SE9 3TH
         United Kingdom
         Tel: 020 8886 2919
         Fax: 020 8882 2700


CHIQUITA BRANDS: Moody's Holds Senior Credit Rating at B1
---------------------------------------------------------
Moody's Investors Service affirmed the B1 rating on Chiquita
Brands LLC's senior secured bank credit facilities, as well as
the B3 rating on senior unsecured notes at Chiquita Brands
International, Inc., as well as its B2 corporate family rating.

These ratings were affirmed:

Chiquita Brands LLC (operating subsidiary)

   -- US$150 million senior secured revolving credit at B1;
   -- US$24.5 million senior secured term loan B at B1; and
   -- US$372.2 million senior secured term loan C at B1.

Chiquita Brands International, Inc. (holding company parent)

   -- US$250 million 7.50% senior unsecured notes due 2014 at
      B3;

   -- US$225 million 8.875% senior unsecured notes due 2015 at
      B3 ; and

   -- Corporate family rating at B2

The outlook remains stable.

These actions are in connection with a proposed amendment in
which Chiquita Brands LLC will loosen financial covenants.  The
affirmation and stable outlook reflect the solid business
franchise which Chiquita has created within the competitive
fresh fruit and produce segment of the food industry, the
increased diversity created over the past few years in its
product segments as well as raw material sourcing capabilities,
and credit metrics which have been strong for its rating
category.

The affirmation and stable outlook also consider Chiquita's
recent weak financial performance, which has begun to negatively
impact the company's credit metrics, the continuing
uncertainties surrounding the ultimate impact of the recently
changed banana import regulations in key EU markets, as well as
continuing litigation risk.

The key rating factors currently influencing Chiquita's ratings
and stable outlook are as follows: The company is one of the
largest global producers and marketers of fresh fruit and
vegetables, with good geographic and product market diversity.

Its franchise strength and growth potential are considered
moderate, with good market share and volume growth in some
segments, partially offset by the low margin commodity nature of
much of its business which, at times, can lead to earnings and
cash flow volatility.

Liquidity under stress has been weak recently, as evidenced by
the need to seek financial covenant relief. Liquidity should
improve with greater covenant cushion provided.  Overall credit
metrics have been relatively strong for its rating category but
will likely weaken in the year ahead due to recent weak
operating performance.

The senior secured credit facilities are notched up from the
corporate family rating to reflect their effective and
structural priority to US$475 million of parent company
unsecured notes.  Tangible asset coverage is not robust and
coverage of principal would rely on realizing value in
trademarks, but enterprise value at a low multiple of EBITDA
would provide adequate coverage of principal.

The Revolver and Term Loan B are guaranteed by the holding
company and material US and Latin American subsidiaries; they
are secured by:

   -- the Chiquita trademark;

   -- a pledge of 100% of the stock of material U.S.
      subsidiaries; and

   -- 65% of the stock of material European subsidiaries.

The Term Loan C is guaranteed by the holding company, Fresh
Express and each of Fresh Express' subsidiaries; Term Loan C has
a security in the assets and stock of Fresh Express and its
subsidiaries, including the Fresh Express trademark, but no new
working capital or other new assets of Fresh Express since its
acquisition last year.

With 2005 sales of US$3.9 billion, Chiquita, which is
headquartered in Cincinnati, OH, U.S.A. is one of the largest
global producers and marketers of fresh fruit and vegetables.


CORPORATE DESIGN: Hires Administrator from Portland Business
------------------------------------------------------------
James Richard Tickell and Carl Derek Faulds of Portland Business
& Financial Solutions Ltd. were appointed joint administrators
of Corporate Design Communications Ltd. (Company Number 3913353)
on May 16.

The administrators can be reached at:

         Portland Business & Financial Solutions Ltd.
         1640 Parkway
         Solent Business Park
         Whiteley
         Fareham
         Hampshire PO15 7AH
         United Kingdom
         Tel: 01489 550 440
         E-mail: carl.faulds@portland-solutions.co.uk
                 james.tickell@portland-solutions.co.uk

Headquartered in Silchester, United Kingdom, Corporate Design
Communications Ltd. is engaged in digital printing and web
design.


CREATIVE CARPETS: Appoints F.A. Simms as Joint Administrators
-------------------------------------------------------------
Richard Frank Simms and Martin Richard Buttriss of F. A. Simms &
Partners PLC were appointed joint administrators of Creative
Carpets Limited (Company Number 1696267) on May 15.

The administrators can be reached at:

         F A Simms & Partners PLC
         Insol House
         39 Station Road
         Lutterworth
         Leicestershire LE17 4AP
         United Kingdom
         Tel: 01455 557111
         Fax: 01455 552572
         E-mail: rsimms@fasimms.com

Headquartered in Enderby, United Kingdom, Creative Carpets
Limited manufactures carpets and rugs.


DENTAL RECRUITMENT: Claims Filing Period Ends June 30
-----------------------------------------------------
Creditors of Dental Recruitment Agency Limited have until
June 30 to send in their full names, addresses and descriptions,
full particulars of debts or claims, and the names and addresses
of Solicitors, if any, to appointed Liquidator, Philip John
Gorman of Hazlewoods LLP.

The company can be reached at:

         Dental Recruitment Agency Limited
         Unit 8
         Arden Road
         Alcester Warwickshire B49 6HN
         United Kingdom
         Tel: 01789 766 666
         Fax: 01789 766


DURST LIMITED: Brings In Michael Bowell to Administer Assets
------------------------------------------------------------
Michael Bowell of MBI Equity Limited was appointed Durst (U.K.)
Limited (Company Number 584234) on May 12.

The administrator can be reached at:

         MBI Equity Limited
         First Floor, Suite 5
         Tunsgate Square
         98-110 High Street
         Guildford
         Surrey GU1 3HE
         United Kingdom
         Tel: 0845 310 2776
         Fax: 0845 450 4464
         E-mail: info@mbiequity.co.uk

Headquartered in Epsom, United Kingdom, Durst (U.K.) Limited
supplies digital photographic output devices.


EIRCOM GROUP: Credit Suisse Holds 7.24% Equity Stake
----------------------------------------------------
Credit Suisse companies acquired on May 26 these interests in
the issued share capital of eircom Group Plc:

   -- Credit Suisse Securities (Europe) Limited: 77,236,653
      shares.  

      CSSEL held an interest in 794,495 of these shares
      under section 208 of the act by virtue of the right to
      redelivery of equivalent securities under stock lending
      arrangements; and

   -- Credit Suisse International: 470,650 shares.

The CS companies now hold a total interest of 77,706,303 shares
being equivalent to approximately 7.24% of the issued share
capital of the Company.

Headquartered in Dublin, Ireland, eircom Group plc --  
http://eircom.net/-- is the principal provider of fixed-line  
telecommunications services in Ireland, as well as the leading
Internet service provider and, following its acquisition of
Meteor, the third largest mobile operator in Ireland.

                           *    *    *

As reported in the Troubled Company Reporter on March 3, Moody's
Investors Service has assigned a Ba2 corporate family rating to
eircom Group plc (eircom).  Concurrently Moody's changed the
rating outlook to negative from stable.


ELLAND RUGBY: Winds Up Operations & Appoints Liquidator
------------------------------------------------------
Creditors of Elland Rugby League Club Limited agreed to wind up
the company's operations during an extraordinary general meeting
on April 20.

Peter Sargent of Begbies Traynor was appointed Liquidator.

The company can be reached at:

         Elland Rugby League Club Limited
         55 Rochdale Road
         Greetland
         Halifax HX4 8AH
         United Kingdom
         Tel: 01422 373 174


EUROSAIL 06-1: Fitch Places GBP4.778-Mil-Equivalent Notes at BB
---------------------------------------------------------------
Fitch Ratings assigned final ratings to Eurosail 06-1 PLC's
GBP735 million equivalent mortgage-backed floating-rate notes as
follows:

   -- GBP equivalent 330.75 million Class A1 due 2025: AAA;
   -- GBP equivalent 321.195 million Class A2 due 2044: AAA;
   -- GBP equivalent 31.605 million Class B due 2044: AA;
   -- GBP equivalent 25.725 million Class C due 2044: A;
   -- GBP equivalent 20.947 million Class D1 due 2044: BBB-;
   -- GBP equivalent 4.778 million Class E due 2044: BB; and
   -- GBP equivalent 11.025 million Class DTc due 2044: BBB-.

This transaction is a securitization of sub-prime and near-prime
residential mortgages originated and located in the UK.  The
ratings are based on the quality of the collateral, available
credit enhancement, the underwriting criteria of Southern
Pacific Mortgage Limited and the transaction's sound legal
structure.

Credit enhancement for the Class A notes is initially 11.8%,
provided by the subordination of the Class B notes, the Class C
notes, the Class D notes, the Class E notes and an initial and
target reserve fund of 0.5%.  Class DTc notes will be repaid
solely by excess spread available in the transaction.

To determine appropriate credit enhancement levels, Fitch
analyzed the collateral using its U.K. Residential Mortgage
Default Model III.  The agency also modeled cash flows using the
results of the default model, with structural stresses including
various prepayment and interest rate scenarios.  

The cash flow tests showed that each Class of notes could
withstand loan losses at a level corresponding to the related
stress scenario without incurring any principal loss or interest
shortfall and can retire principal by legal final maturity.


FIXED INCOME: Moody's Might Downgrade Two Ba1-Rated Bond Series
---------------------------------------------------------------
Moody's Investors Service has placed the following four series
of Credit Linked Notes issued by Fixed Income Diamond Collection
Plc under review for possible downgrade:

   -- the Baa2 rating of the Oval Series 2, EUR75 million
      notional,

   -- the Baa2 rating of the Oval Series 3, EUR25 million
      notional;

   -- The Ba1 rating of the Emerald Series 2, EUR75 million
      notional; and

   -- The Ba1 rating of the Emerald Series 3, EUR25 million
      notional.

The review is the result of the negative credit migration in the
underlying pool.


GJM MAINTENANCE: Hires Joint Liquidators from PKF (UK) LLP
----------------------------------------------------------
Kerry Bailey and Jonathon D Newell of PKF (U.K.) LLP were
appointed Joint Liquidators of GJM Maintenance Limited after
creditors passed a resolution to wind up the company on
March 27.

The company can be reached at:

         GJM Maintenance Limited
         7 Pumptree Mews
         Gawsworth Road
         Macclesfield
         Cheshire SK11 8UP
         United Kingdom
         Tel: 01625 619243


GOLDBUREAU LIMITED: Taps Tenon Recovery to Administer Assets
------------------------------------------------------------
S. J. Parker and S. R. Thomas of Tenon Recovery were appointed
joint administrators of Goldbureau Limited (Company Number
04140149) on May 15.

Tenon Recovery -- http://www.tenongroup.com/-- provides  
accounting and business advice to owner-managed and private
business.

Headquartered in Guildford, United Kingdom, Goldbureau Limited
is engaged in hairdressing and other beauty treatment.


KIDS KABIN: Creditors Resolve to Liquidation
--------------------------------------------
Creditors of Kids Kabin Nurseries Limited resolved to liquidate
the company's assets during an extraordinary general meeting on
March 21.

Gavin Geoffrey Bates and Peter John Windatt of BRI Business
Recovery and Insolvency were appointed Joint Liquidators.

The company can be reached at:

         Kids Kabin Nurseries Limited
         10 Lister Street
         Nuneaton Warwickshire CV114NX
         United Kingdom
         Tel: 024 7635 3060


KINGSWOOD GLOBAL: Names G. D. Sharma to Administer Assets
---------------------------------------------------------
G. D. Sharma of Sharma & Co was appointed administrator of
Kingswood Global Business Limited (Company Number 05167949) on
May 12.

The administrator can be contacted at:

         Sharma & Co.
         50 Newhall Street
         Birmingham
         West Midlands B3 3QE
         United Kingdom
         Tel: 0121 248 5007
         Fax: 0121 248 5010
         E-mail: gagen@sharmaandco.com

Headquartered in Kingswood, England, Kingswood Global Business
Limited buys and sells mobile phones.


NEW CITY: Taps Paul James Fleming to Liquidate Assets
-----------------------------------------------------
New City Print (Preston) Limited is liquidating its assets after
creditors passed a resolution to wind up the company on
March 23.

Paul James Fleming of Parkin S. Booth & Co. was appointed
Liquidator.

The company can be reached at:

         New City Print (Preston) Limited
         233 Eldon Street
         Ashton-on-Ribble
         Preston PR2 2BB
         United Kingdom
         Tel: 01772 555 210
         Fax: 01772 561 593


NORTHERN FOODS: Posts GBP5-Mln Loss in 52-Weeks Ended April 1
--------------------------------------------------------------
Northern Foods PLC released its preliminary results for the
52 weeks ended April 1, 2006.

The Group reported GBP5 million in net loss on GBP1.44 billion
in revenues, compared to GBP22.8 million in net profit on
GBP1.42 billion in revenues for the same period in 2005.

Consolidated profit from operations amounted to GBP17.9 million
for 2006 from GBP42.8 million in 2005.

At April 1, 2006, Northern Foods had GBP928.2 million in total
assets, GBP776.1 million in total liabilities and GBP152.1
million in shareholders' equity.

"In the last three months, we have completed our business review
to make Northern Foods a more profitable and competitive
business in its chosen markets," Northern Foods Chief Executive
Pat O'Driscoll said.

"The company will be radically refocused to drive improved
shareholder returns," Mr. O'Driscoll added.  "The new group will
be targeted on fewer, higher performing product categories.  
This will reduce complexity, drive improved performance,
earnings and cash flow, and create a simpler, more competitive
and resilient business."

Mr. O'Driscoll concluded, "2006/07 will be a year of change and
transformation as disposals are progressed and continuing
businesses strengthened and focused.  Businesses to be sold will
continue to impact trading performance, requiring near term
investment and restructuring to improve their competitive
position.  The first half of 2006/07 will be weaker than the
comparable period, reflecting the weak trading conditions at the
end of 2005/06, as well as changes in customer delivery
preferences."

The Group's Chairman Anthony Hobson disclosed, "We have major
challenges ahead as we restructure and refocus the business in a
very competitive trading environment, but we are determined to
create value for our shareholders and to ensure that we are best
positioned to provide great value, quality products for our
customers.  I am confident that the radical changes we have
announced will be the basis for the successful recovery of
Northern Foods."

                        About the Company

Headquartered in Leeds, Northern Foods PLC --
http://www.northern-foods.co.uk/-- is one of U.K.'s leading  
food producers with a turnover of GBP1.5 billion and over 22,000
employees based in sites across the U.K. and Ireland.

Northern Foods began restructuring and refocusing its business
in Autumn 2003.  It has launched a comprehensive strategic
review of the business, established a new management team, and
simplified its business structure and factory organization.



PRIMARY STORAGE: Names A.H. Tomlinson Administrator
---------------------------------------------------
A. H. Tomlinson of Tomlinsons was appointed administrator of
Primary Storage Limited (Company Number 2264075) on May 12.

Tomlinsons -- http://www.tomlinsons.co.uk/-- is an independent  
firm of Licensed Insolvency Practitioners with offices in
Manchester, Blackburn and London.

Headquartered in Telford, England, Primary Storage Limited
manufactures data storage systems.


PROTYPRINT LIMITED: Appoints KPMG LLP as Joint Administrators
-------------------------------------------------------------
Jonathan Scott Pope and Richard John Hill of KPMG LLP were
appointed joint administrators of Protyprint Limited (Company
Number 00773153) on May 15.

KPMG -- http://www.kpmg.co.uk/-- in the U.K. is part of a  
strong global network of member firms with 9,500 partners and
staff working in 22 offices across the U.K. providing audit, tax
and advisory services.

Headquartered in Gwent, Protyprint Limited designs and
manufactures printed cartons for pharmaceutical, cosmetics and
household products.


ROYAL & SUNALLIANCE: Issuing 24.5 Mil. Shares in Dividend Scheme
----------------------------------------------------------------
Royal & Sun Alliance will issue 24,546,426 ordinary shares of
27.5 pence each to shareholders who have elected to receive new
ordinary shares instead of a cash dividend, for the 2005 final
dividend.  

This is in accordance with the terms of the Scrip Dividend
Scheme of the company.

Accordingly, application was made to the U.K. Listing Authority
for these shares to be admitted to the Official List and to the
London Stock Exchange for these shares to be admitted to
trading.  The new ordinary shares will rank pari passu with the
existing issued shares of the company.  Dealings are expected to
commence on June 2.

Headquartered in London, Royal & SunAlliance Insurance Group PLC
-- http://www.royalsunalliance.com/-- is a FTSE 100 company,  
listed on the London Stock Exchange and in New York.  The group
consists of three regions -- U.K., Scandinavia and International
-- with operations in 30 countries, providing general insurance
products to over 20 million customers worldwide.

                           *    *    *

As reported in the TCR-Europe on March 27, Standard & Poor's
Ratings Services lowered its counterparty credit and insurer
financial strength ratings on Royal & Sun Alliance Insurance
Group PLC's U.S. insurance operations (RSA USA) to 'BB' from
'BB+'.  S&P said the outlook remains negative.  At the same
time, the ratings were withdrawn at the request of the
companies' management.


SNOWBEAM LIMITED: Hires Joint Administrators from Vantis
--------------------------------------------------------
Hugh O'Reilly and Geoffrey Paul Rowley of Vantis Numerica were
appointed joint administrators of Snowbeam Limited (Company
Number 4219845) on May 15.

Headquartered in West Sussex, Vantis Numerica (nka Vantis plc)
-- http://www.vantisplc.com/-- provides accounting, business  
and tax advisory services in the United Kingdom.

Snowbeam Limited can be reached at:

         79 Church Drive
         Harrow
         Middlesex HA2 7NR
         United Kingdom
         Tel: 020 8866 4530
         Fax: 020 8866 4460


TITAN EUROPE: S&P Removes EUR348.8-Mln Notes From CreditWatch
-------------------------------------------------------------
Following a review of the Titan Europe 2005-1 PLC transaction,
Standard & Poor's Ratings Services raised the ratings on the
class B, C, and D notes, affirmed the ratings on the class A and
X notes, and removed and affirmed the ratings on the class E and
F notes from CreditWatch with positive implications.
  
The ratings on the class B, C, D, E, and F notes were placed on
CreditWatch positive on May 8.  An improvement in the LTV ratios
of those classes of notes triggered the raising of the ratings.
The improvement was due mainly to the prepayment of two loans,
the Berlin Multifamily Portfolios I and II.
  
Our analysis is based on data received from the servicer of the
transaction, Hatfield Philips, in relation to the April 2006
interest-payment date.
  
  
                          Ratings List
                    Titan Europe 2005-1 PLC
    EUR348.8 Million Commercial Mortgage-Backed Floating-And
                      Variable-Rate Notes  
        
           Class             To                  From
           -----             --                  ----

           Ratings Removed From CreditWatch and Raised
  
            B                AA+                 AA/Watch Pos
            C                AA-                 A/Watch Pos
            D                A-                  BBB+/Watch Pos
  
          Ratings Removed From CreditWatch and Affirmed
  
            E                BBB-                BBB-/Watch Pos
            F                BB                  BB/Watch Pos
  
                        Ratings Affirmed
  
            A                AAA                  AAA
            X                AAA                  AAA


WOOLWORTHS GROUP: Moody's Cuts Rating to Ba2 on Contract Loss
-------------------------------------------------------------
Moody's Investors Service today downgraded the issuer rating of
Woolworths Group plc to Ba2 from Ba1.  

This concludes the rating review initiated on March 15.  The
downgrade is prompted by Moody's view that the loss of the Tesco
contract at EUK -- Woolworths Group's entertainment, wholesale
and publishing division -- will result in a loss of momentum in
part of the business that had been a major supporter of the
group's previous Ba1 rating.  

Moody's recognizes that the group has had some success already
in winning other contracts, notably the WHSmith contract.  
However, in Moody's opinion, the scale of the Tesco contract
will be difficult to replicate in the near-term such that the
group's financial metrics are currently considered too weak to
support a Ba1 rating.

The Ba2 rating is considered solidly positioned in the rating
category and Moody's notes that whilst the downgrade reflects
weak financial metrics, it does not signal Moody's expectation
of a trend of further deterioration in the company's operating
performance beyond what we have considered as a result of the
loss of the Tesco contract and difficult retail environment.

The stable outlook reflects Moody's view that notwithstanding
the ongoing challenging U.K. retail environment, Woolworths
Group's national scale with over 800 stores, many of which are
located in prime retail locations, its diversified product
offering and positive contribution from its entertainment,
wholesale and publishing division, high barriers to entry in the
U.K. retail property market and a strong liquidity profile
should enable the group to maintain its market positions and
competitiveness.  Furthermore, IT projects such as the rollout
of the Kingstore tills are complete and beginning to add value
to its merchandising and supply chain management.

On March 14, Woolworths Group announced that as of 29 April
2007, its contract to supply Tesco with music, DVDs and games
would terminate.  Renegotiated terms of this contract and other
moves are expected to result in a loss of c. GBP10 million in
operating profit at EUK in FY07, which given the importance of
the business unit to the group's consolidated operating profit
will be a material loss.  For the fiscal year ended 28 January
2006, Woolworths Group's entertainment, wholesale and publishing
division, of which EUK is the key unit, generated an operating
profit of GBP48.2 million out of a total GBP70.9 million, or
61.4% of the total consolidated operating profit before common
costs.

At the same time, the U.K. retail environment remains
challenging with Woolworths facing stiff competition in its key
segments -- toys, children's clothing, DVD/games, etc -- from a
number of retailers including the grocery chains and others.  In
recent years, weak operating performance at the group's
mainchain -- like-for-like sales down 3.9% and a 1.6% operating
margin before common costs in FY06 -- was offset by the fast
growth and contribution of its entertainment, wholesale and
publishing division.

The group has a number of strategic initiatives currently
underway, particularly with respect to its merchandising and
supply chain management, which should result in operating
improvements in the current and future fiscal years.  Some of
these improvements may be offset by rising costs such as energy
and labor as well as ongoing price deflation in a number of
retail segments.

In terms of liquidity, the group ended FY06 with GBP195.6
million of cash at hand and at bank as well as a GBP150 million
unsecured bank credit facility, which it utilizes for peak
seasonal working capital requirements.  In addition, the group's
bank facility also includes a further GBP100 million facility to
accommodate a refinancing of its GBP100 million 8.75% senior
notes in November 2006.  Moody's notes positively the fact that
the group is likely to release a significant portion of working
capital during FY07 as it closes out the Tesco contract.

An upgrade to Ba1 would require stronger financial metrics.  
Moody's notes that the move to IFRS has also resulted in some
changes to Woolworths Group's ratios, most notably lease
expenses are higher under IFRS than were reported under U.K.
Gaap.  As of FY06, Moody's calculates Woolworths Group leverage
at 5.3x up from 4.8x in FY05 (on a net basis, leverage increased
to 4.5x from 4.2x in the prior year), RCF/net debt fell to 13.6%
from 15.9% and interest cover fell to 1.5x from 1.7x.  Leverage
approaching 4x, interest cover approaching 2.5x and evidence of
a sustainable improvement in operating margins would drive an
upgrade to Ba1, however these are not expected within the next
12 to 18 months.

Conversely, further deterioration of operating performance
beyond that already incorporated in the current rating action
e.g. RCF/net debt below 12% or interest cover approaching 1x
would create downward pressure on the rating.

Headquartered in London, U.K., Woolworths Group plc is a major
U.K. retailer.  For the fiscal year ended January 2006, the
company reported net sales of GBP2.6 billion


YELL GROUP: Moody's Assigns Ba3 Corporate Family Rating
------------------------------------------------------
Moody's Investors Service assigned a Ba3 corporate family rating
to Yell Group plc and withdrew the Ba2 corporate family rating
at Yell Finance B.V.  

Concurrently, Moody's downgraded Yell's senior secured bank
credit facility rating to Ba3 from Ba2 and the ratings of the
senior unsecured and subordinated debt instruments to B2 from
B1.  Moody's intends to withdraw the debt ratings of Yell
Finance B.V. as the bonds get repaid due to early redemption on
June 2.  The rating outlook is stable.

Moody's downgrade reflects:

   -- the increased leverage of the group resulting in a pro
      forma Net financial debt/EBITDA ratio of 5.9x as a result
      of the acquisition of TPI in Spain for EUR3.289 billion
      announced in April 2006, which follows the acquisition of
      TransWestern Publishing in the U.S. in May 2005;

   -- the company's intention to operate under a relatively
      higher level of leverage than in the past as reflected in
      its revised Net financial debt/EBITDA target of close to
      4.0x;

   -- Yell's active M&A strategy and appetite for acquisitions,
      albeit restricted by the terms of Yell's financing
      arrangements; and

   -- the integration and operational risks associated with the
      transaction, given the increase in geographical scope and
      complexity of the group.

Moody's believes that the acquisition of TPI makes sense
strategically for Yell, as TPI is the incumbent operator in the
Spanish market and provides potential for revenue and profit
uplift through the implementation of Yell's best practices.  The
acquisition of TPI will increase Yell's exposure to good growth
markets like Spain and Latin America, and dilute Yell's reliance
on the U.K. operations at a time when the company is awaiting
the final conclusion of a competition commission review of the
market.

Although it is Moody's understanding that the company may pursue
small bolt-on acquisitions primarily in the U.S. and that the
company's current dividend policy will be maintained, any
additional debt-funded large acquisition would put downward
pressure on the rating.

The reassignment of the CFR to Yell Group plc from Yell Finance
B.V. reflects Moody's expectation that, as a result of the
refinancing of the whole capital structure of the group and the
early repayment of the bonds, Yell Finance BV will no longer be
used as a finance vehicle.

Based in Reading, England, Yell is (through its indirectly
wholly owned subsidiary Yellow Pages U.K.) the leading publisher
of classified directories in the U.K. and through its
subsidiary, Yellow Book, is a leading independent directories
publisher in the U.S.  TPI is the largest publisher of yellow
and white pages in Spain with an estimated 90% market share.  


                           *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter -- Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless
Hills, Pennsylvania, USA, and Beard Group, Inc., Frederick,
Maryland USA.  Jazel Laureno, Julybien Atadero, Carmel Paderog,
and Joy Agravante, Editors.

Copyright 2006.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers.

Information contained herein is obtained from sources believed
to be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$575 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial
subscription or balance thereof are US$25 each. For subscription
information, contact Christopher Beard at 240/629-3300.


                 * * * End of Transmission * * *